Volume 16 Issue 9, 2019

SAN C T I O N SV E
CTIO S A N I N
NS T I O N S
S A NC O N S
I S
O N S T I
S A NC ANC
T
T I G A
O N S T I ONS NVE S
SITIGA I
TIONS SAN
INVIEOSN S CTIO
AT T IGATIO N
T I G N S S
V E S INVES S A
I N T I GATIO N
NS
O N S
Plus: Foreign investment in China
A discussion on the new law and
the development of template
documents for counsel

On exporting UK law Electronic hearings Joko Widodo re-elected

Law Society’s Stephen The future of How will it affect doing
Denyer proceedings business in Indonesia?

| MAGAZINE FOR THE IN-HOUSE COMMUNITY ALONG THE NEW SILK ROAD |
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for crisis response and recovery, cyber security, business protection and resilience
Nick Ferguson – Managing Editor
nick.ferguson@inhousecommunity.com solutions. John is retained by clients to develop and execute strategic responses to

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rahul.prakash@inhousecommunity.com gence practice and specialises in forensic accounting, corporate investigations, busi-
ness intelligence and insolvency. Tan leads reactive investigations and proactive risk
Yvette Tan – Head of Research and
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yvette.tan@inhousecommunity.com

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yannie.cheung@inhousecommunity.com

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ISSN 2223-8697 Empowering In-House Counsel along the New Silk Road
 In this issue Volume 16 Issue 9, 2019

SAN
CTIO T I O N SV E
NS S A N C I N
C T I O N S
SNASN SA N O N S
N C T I O C T AT I
ONS S A I O NS EST I G
I N VS
TIGATI ANC
ONS
I O N S T I ONS
IGNAVTES
T I TIGATI S
V E S O N S ANC
IN INVES
S TIGATI
ON 22. Keeping track of sanctions
ONS
Ever-changing and broadening sanctions give rise to formidable
challenges for legal teams, but Asian arbitration centres might
stand to benefit, writes Nick Ferguson

26. Crisis of compliance

How to respond effectively and recover from disruptive
investigations, by John Macpherson and Tung Jung Tan of
Control Risks

JURISDICTION UPDATES
Key legal developments affecting the In-House Community along the New Silk Road

4 Guinea emerging from the shadows

04 By Baba Thiam Hady of LEX Africa

6 Joko Widodo re-elected: How will it affect doing business in Indonesia?

By Vincent Ariesta Lie, Yohanes Masengi and Hilda Leswara of Makarim &
Taira S.

2 www.inhousecommunity.com
 8 The POGO problem: Harmonising immigration,
gaming and gambling
By Napoleon L Gonzales III of ACCRALAW

ES 12

New Changes in Korean Labour Law
By Sang-Ah Suh of Lee International
08

14 New guidance on forex management to FDI enterprises

By Phuong Phan of bizconsult Law Firm

16 OFFSHORE UPDATE
Onshore restructuring vulnerable to offshore
SPV insolvency proceedings 12
By Joanne Collett, Timothy Haynes and Callum McNeil of Walkers

18 THE BRIEFING
Along with the latest moves and jobs, we take a closer look at Nutrition
Technologies’ funding for its sustainable protein startup

C
21 SPOTLIGHT ON CIA (Collections, Investigation & Audit)
A lawyer’s future is looking sharp with electronic hearings
Nicholas Wilson, eHearings lead consultant, on the benefits of running
14

S
an efficient collection and forensic process

SPECIAL FEATURE
30 A new bed — a shared dream?
A discussion of the new China Foreign
Investment Law and the creation of an
Expert Committee to produce template
documents for in-house counsel. By Robert 21
Lewis of docQbot, with an introduction by
Patrick Dransfield of In-House Community

40 THE THING ABOUT…

STEPHEN DENYER
The director of strategic relationships for the Law Society of England
and Wales met with Patrick Dransfield at the society’s London
headquarters. 40
46 ASIAN-MENA COUNSEL DIRECT
Important contact details at your fingertips

Asian-mena Counsel is grateful for the continued editorial contributions of:

Volume 16 Issue 9, 2019 3

 JURISDICTION UPDATES
AFRICA
Thiam & Associes, a LEX Africa member firm
E: babahady.thiam@thiam-associes.com
By Baba Thiam W: www.thiam-associes.com
Hady
Guinea emerging from the shadows
R ecent reports from three respected interna-
tional organisations sketch a relatively
upbeat picture of economic prospects in the
west African state of Guinea. This might be sur-
prising to an uninformed outsider as Guinea has
been a notorious case-study in governance and
economic failure for more than half a century.
The country — sometimes known as
Guinea-Conakry — is still one of the poorest in
Africa and continues to face big developmental
challenges, but the World Bank, the African
Development Bank and the US Commerce
Department all see glimmers of hope on the
horizon.
A World Bank country overview in May
2019 highlights “robust growth” of 10 percent in
2016 and 2017 and 5.8 percent in 2018 — off a
low base — driven by foreign direct investment
in the mining sector. It adds that “investment in
infrastructure and the expansion of the primary
and tertiary sectors” remains strong.
The ADB says this growth is “bolstered by
reforms aimed at improving the business climate,
access to electricity, and investment in the agro-
food sector” and predicts that real GDP will grow
by 6 percent in 2019 and 2020.
“Guinea has exceptional mining potential,
including two-thirds of the world’s known baux-
ite reserves, as well as gold, iron and diamonds,”
says the ADB.
Empowering In-House Counsel along the New Silk Road
4 www.inhousecommunity.com
The US Commerce Department informs
potential American investors in Guinea: “The
return of political stability and the inauguration of
a democratically elected president in 2010 facili-
tated international engagement” in the former
French colony.
Anyone with Africa’s interests at heart will
hope these words herald a new beginning for a
country epitomising the continent’s malaise of
underdevelopment, conflict and poverty.
From independence in 1958 onward,
Guineans suffered under the rule of ruthless
dictators and calamitous socialist policies.
The first democratic elections in 2010 saw
long-time persecuted opposition leader Alpha
Conde take control and a new dawn beckoning.
However, the outbreak of Ebola in 2014 was a
crippling blow, while conflict in neighbouring
Sierra Leone and Liberia saw hundreds of thou-
sands of refugees further straining Guinea’s strug-
gling economy.
Internal political rumblings have also sapped
optimism, with elections due in 2019 being post-
poned to 2020 and Conde intimating he wants to
change the constitution to give himself a presi-
dential third term — something he was once
strongly against and which has inflamed the
opposition.
Nonetheless, some of the world’s top econo-
mists see Guinea’s general trend as being upwards.
At present, mineral exports make up more
than 90 percent of exports. The bauxite deposits
are a glittering prize for bold investors. High-
grade iron ore is already being exploited, though
legal issues and falling global commodity prices
have put a brake on the sector’s progress. Gold,
diamonds and undetermined amounts of ura-
nium and oil contribute to Guinea being one of
the mineral-wealthiest places in Africa.
The US Commerce Department flags “great
potential for companies which can contribute to
Guinea’s infrastructure development” — in other
words, build roads, railways and ports to facilitate
activities.
It also points potential investors to opportu-
nities in hydroelectric power, with numerous
rivers and abundant rainfall suggesting Guinea
could be a sub-regional power hub of note.
All this has the World Bank saying “natural
conditions are favourable for growth”. But it cau-
tions: “Guinea must improve its governance if it
hopes to fully realise this potential and step up
the structural transformation process.”
LEX Africa is an alliance of law firms with over
600 lawyers in 25 African countries formed in
1993. More information may be found on
www.lexafrica.com.
 JURISDICTION UPDATES
INDONESIA
By Vincent Ariesta Lie, Yohanes Masengi,
Hilda Leswara
Joko Widodo re-elected: How will it affect
doing business in Indonesia?
T he presidential election is over and the
incumbent president of Indonesia, Joko
Widodo, known familiarly as ‘Jokowi’, has officially
been re-elected for the 2019-2024 term.
In his election campaign, Jokowi declared
nine missions, from which we know that his sec-
ond-term administration’s target in the rule-of-law
area for the next five years is to ensure a corrup-
tion/illegal levies-free, dignified and reliable legal
system, through among other measures, continu-
ing the reform of the legal system and law
enforcement, and making sure that there is no
conflict between the laws and regulations as well
as deregulating certain areas as necessary.
Boosting investment and simplifying
bureaucracy
Through his previous term’s programme, Jokowi
was determined to improve the investment climate
and ease of doing business in Indonesia by simplify-
ing regulations related to investment. In 2017,
Jokowi issued Presidential Regulation No. 91 of
2017 on The Acceleration of Business
Implementation (PR 91/2017) through which he
introduced the Online Single Submission (OSS)
licensing system. Later, Government Regulation
No. 24 of 2018 (GR 24/2018) on Integrated
Electronic Licensing Services for Business was issued
as the implementing regulation of PR 91/2017.
The OSS system was a breakthrough online
based programme, aimed at unifying the licensing
system through an online one-stop service.
Previously, investors had to manually hand deliver
applications to different institutions or ministries
for their business licences and it could take weeks
or even longer. Now, through the OSS system, it
is expected that investors can obtain a licence
within two hours of submitting the application
online. Therefore, investors can now save time
and money when starting up a business. The OSS
system should also help to minimise corruption by
reducing bureaucracy. For these reasons, the OSS
6 www.inhousecommunity.com
Summitmas I, 16th – 17th Floors, Jl. Jend. Sudirman Kav. 61-62, Jakarta 12190, Indonesia
Tel: (62) 21 5080 8300 / Fax: (62) 21 252 2750
E: vincent.lie@makarim.com
E: yohanes.masengi@makarim.com
E: hilda.leswara@makarim.com
E: info@makarim.com
W: www.makarim.com
system is expected to boost both domestic and
foreign direct investment in Indonesia.
Although investors have welcomed the OSS
system, some practical problems have occurred in
its implementation. One of the biggest problems is
that central and regional government licensing has
not been integrated fully and some licensing which
was transferred to the OSS system under GR
24/2018 is still considered to be under the
regional government’s authority under Law
Number 23 of 2014 on Regional Governments
(Law 23/2014), which has caused conflict or “dis-
harmony” between regulations. Recently, the
Minister of Law and Human Rights (MOLHR)
issued Regulation Number 2 of 2019 on The
Resolution of Non-Harmonised Regulations
through Mediation (Regulation 2/2019), allowing
individuals and groups of individuals, institutions/
agencies/ministries/non-ministerial government
agencies/regional governments and public/private
legal entities to submit requests to the MOLHR to
resolve any lack of harmony between regulations
through mediation. The regulations that may be
reviewed are limited to ministerial regulations,
non-ministerial government agency regulations,
non-structural agency regulations and regional
regulations. The outcome of the mediation may
be either an agreement between the parties or a
recommendation if no agreement can be reached.
We expect to see further developments and more
coordination in this area in the future.
In addition to improving the licensing process,
the government is currently preparing a new draft
negative list of investment to replace Presidential
Regulation No 44 of 2016 on The Investment
Negative List (PR 44/2016). Although this new draft
has yet to be released, according to the Economic
Policy Package of the Coordinating Ministry of the
Economy for the third week of November 2018,
the proposed new negative list will increase
Indonesia’s attractiveness and competitiveness,
which can be a selling point for expanding new
sources of investment and developing economic
activities. Apparently, under the new negative list the
number of restricted business fields will be reduced.
Infrastructure, infrastructure, infrastructure
Jokowi is also determined to boost economic
growth by developing major infrastructure, which
he is known to be focused on.
To meet the infrastructure development
financing needs, in 2017, through the National
Development Planning Board (Bappenas), the
government introduced Non-Government
Budget Investment Financing as an alternative
financing scheme for infrastructure projects.
What to expect?
On July 14 2019, as the elected president, Jokowi
delivered a speech on Indonesia’s vision for the
next five years. Jokowi’s speech has several main
points, including the continuation of infrastructure
development, the elimination of investment barri-
ers and reform of the bureaucracy. In his speech,
Jokowi stated that besides continuing to build new
infrastructure, he is also determined to integrate
new and existing infrastructure. Clearly, attracting
investment seems to be Jokowi’s main target as he
kept repeating it in his speech. He stated that
investment is a key to making new jobs available to
Indonesian citizens. The president seems commit-
ted to “fight” all investment barriers, illegal levies
and speeding up the licensing process. In addition,
Jokowi emphasised reform of the bureaucracy,
promising to check and control the licensing pro-
cess himself and to close any unhelpful or prob-
lematic institution.
What we can expect now that Jokowi has
been re-elected as the president of the Republic of
Indonesia is first, that the investment service will
grow in sync with the previous programme and
regulations; second, despite the snags in the full
implementation the OSS system, the government
will continue to make every effort to continually
improve the OSS system until it can operate fully
as planned; and third, Jokowi will continue pushing
the construction of infrastructure to achieve equi-
table economic development.
 JURISDICTION UPDATES
PHILIPPINES
By Napoleon L Angara Abello Concepcion Regala & Cruz Law Offices (ACCRALAW)
Gonzales III Tel: (63) 2 830 8000
E: nlgonzales@accralaw.com
W: www.accralaw.com
The POGO problem: Harmonising immigration, gaming and gambling
I t is highly illegal to gamble in China save for a
few state-run lotteries. To avoid this prohibi-
tion, gambling companies operate offshore so that
they may continue catering to Chinese nationals
who play casino and e-games online. These com-
panies took a sharp interest in expanding their
businesses to the Philippines, which led to the rise
of the Philippine Offshore Gaming Operators
(POGOs). A POGO is an entity which offers and
participates in offshore gaming services by provid-
ing an online platform where players may gamble
with others over the internet.
The emergence of these industries led to a
surge of foreign nationals coming to the Philippines
for work, and prompted concerns over the latter’s
disadvantageous effect on the supposed priority
given to Filipino workers. Seeking to streamline
immigration procedures and impose tighter
restrictions on this matter, the Bureau of
Immigration (BI) issued BI Operations Order No.
JHM-2019-008 on June 27, 2019. This outlines
the implementing rules and regulations (IRR) on
the issuance of Special and Provisional Work
Permits to foreign nationals. The said IRR, which
makes effective the joint guidelines of the
Department of Labor and Employment, the
Department of Justice, the Bureau of Internal
Revenue and the BI, aims to “clarify and harmo-
nise existing rules and regulations” affecting foreign
workers and “establish systems for the joint
monitoring thereof”.
The guidelines ensure that work permits are
issued only to foreign nationals whose jobs cannot
be performed by a Filipino. Following the man-
date of the Labor Code of the Philippines, local
Find the Asian-mena Counsel JURISDICTION UPDATES archived at
www.inhousecommunity.com
8 www.inhousecommunity.com
“The emergence of these
industries led to a surge of
foreign nationals coming
to the Philippines for
work, and prompted
concerns over the latter’s
disadvantageous effect on
the supposed priority
given to Filipino workers.”
companies may engage alien workers only after a
determination that there is no Filipino who is
competent, able and willing to perform the ser-
vices for which the alien is desired.
By way of a background, a Special Work
Permit (SWP) is a document that allows an alien to
work in the Philippines while on a temporary visitor
(9[a]) visa. The Provisional Work Permit (PWP), on
the other hand, is a document that enables a for-
eign national to work in the country while his
application for an Alien Employment Permit (AEP)
or a work visa is pending. Both the SWP and PWP
are valid for a period of three months, and extend-
ible only once for the same period.
Under the new guidelines, the SWP will be
available only to foreign nationals who are working
outside of an employment arrangement with a
Philippine company. These aliens include, among
others, those who are working as consultants,
specialists or service suppliers who do not receive
any remuneration from a Philippine source. Unlike
the previous rules where there is no such distinc-
tion, foreign workers who are actually employed
by Philippine companies will now have to secure
an AEP and the appropriate work visa, regardless
of the duration of their employment.
As foreign employees are now required to
secure an AEP and the appropriate work visa,
which takes several months to complete, those
who only have short-term contracts such as pro-
bationary employees may be faced with a situation
where their visa applications have yet to be
approved even though their contracts have
already lapsed.
Moreover, it is noteworthy that the BI now
requires SWP applicants to secure a personal Tax
Identification Number (TIN) before an application
is filed. While the TIN has always been a require-
ment for AEP, PWP and work visa applications,
the new guidelines guarantee that even short-
term assignees and consultants will be properly
paying their taxes for the income they have
derived from sources within the Philippines.
Is there light at the end of the tunnel? Only
through an effective implementation of the IRR will
the BI achieve its desired objectives, and we can
only wait and see how these guidelines may impact
the regulation of foreign workers in the country.
This first appeared in Business World, a newspa-
per of general circulation in the Philippines. The
views and opinions expressed in this article are
those of the author. This article is for general
informational and educational purposes and not
offered as, nor does not constitute, legal advice or
legal opinion.
 JURISDICTION UPDATES
SOUTH KOREA
Poongsan Bldg. 23 Chungjeongro, Seodaemun-gu, Seoul 03737, Korea
Tel: (82) 2 2262 6274 / Fax: (82) 2 2279 5020
By Sang-Ah Suh E: sasuh@leeinternational.com
W: www.leeinternational.com
New Changes in Korean Labour Law
M any foreign employers find Korean labour
law to be a challenging obstacle to running
a business in Korea, due to its complexity and the
intensity of the regulations. Since the beginning of
the year, there have been a series of major
changes in Korean labour laws, including the
enforcement of a 52-hour work week in govern-
ment organisations, state-run entities and other
companies with more than 300 employees, which
became effective in April. Smaller businesses were
given an extended grace period up to July, 2021
before the law applies to them. Employers that fail
to follow the law are now subject to penalties of
up to two years in prison or a fine of up to W20
million (US$18,000).
Other new changes to Korean labour laws
that became effective in July 2019 include meas-
ures to prevent workplace harassment (effective
July 16, 2019). The amended Labor Standards Act
mandates employers to investigate workplace
harassment and take disciplinary actions against the
harasser. The employers are also required to take
remedial measures and are prohibited from inflict-
ing secondary harm. It should also be noted that
employers must include measures to prevent
workplace harassment as well as disciplinary meas-
ures in their employment rules. Failure to abide by
these obligations may result in up to three years in
prison or a fine of up to W30 million.
Pursuant to the amended Labor Standards
Act, “workplace harassment” means any act inflict-
ing physical or mental harm on, or creating a
hostile work environment for, a co-worker using
one’s position or relationship at work. The
Ministry of Employment and Labor published a
detailed manual earlier this year for employers,
explaining and enumerating potential examples to
help them understand the new measures and to
12 www.inhousecommunity.com
“Employers may not
request an applicant’s
personal information,
including his/her
appearance, height, place
of origin, marital status or
wealth in the hiring
process”
determine harassment cases.
According to the manual, the range of forms
of workplace harassment is quite extensive.
Harassers may be employers or other employees.
All employees are protected by the law, regardless
of the types and forms of their employment and
the period of employment. The locations of har-
assment subject to protection are also vastly
inclusive. Harassment taking place outside of the
office, such as during a business trip, at a company
dinner/party, or even in private places, may be
subject to the rule. It should also be noted that
harassment taking place in online spaces such as
involving internal messaging or SNS are included,
according to the manual. Examples of workplace
harassment include both verbal and physical har-
assment. Indirect acts of harassment, such as pres-
suring an employee not to use paid leave,
repetitively and constantly directing a victim to do
petty chores or not assigning any work at all, are
also deemed to be workplace harassment. The
manual also suggests that making disparaging
remarks to the victim in front of co-workers,
spreading rumours regarding a victim’s private life,
forcing or peer-pressuring a victim to drink alco-
hol, smoke cigarettes or participate in a company
dinner, may also be considered acts of workplace
harassment.
Additional key changes to Korean labour laws
taking effect beginning July 17, 2019 are in the
amendment in the Fair Hiring Procedure Act. The
amended Act applies to workplaces with 30 or
more employees. Under the amendment,
employers may not request an applicant’s per-
sonal information, including his/her appearance,
height, place of origin, marital status or wealth in
the hiring process, unless such information is nec-
essary for evaluating the applicant’s suitability for
the position. Asking for private information of the
family members of the applicant, such as their
education, occupation or wealth, is also prohib-
ited. Requesting such information has been cus-
tomary in Korean business practices and most
resumes or job application templates included
such information. However, with the enforce-
ment of the amendment, employers must not
collect such private information from applicants or
they may face fines up to W5 million.
Notwithstanding the amendment, employers still
are permitted to request applicants to submit their
photos as part of the hiring procedures.
Korean labour laws tend to change frequently
and they are highly restrictive with many regula-
tions. Businesses are required to promptly adapt
to the changes and failure to do so comes with a
high cost. The newly adopted Labor Standards Act
requires employers to prevent workplace harass-
ment, but the definition of workplace harassment
is still quite abstract and there is substantial room
for interpretation. Legal compliance with the
amended laws, including determining whether a
workplace harassment event has actually occurred
may be challenging for foreign employers and
consulting with legal practitioners is highly recom-
mended.
 JURISDICTION UPDATES
VIETNAM
Hanoi: VNA Building, 20 Tran Hung Dao Street, Hoan Kiem District, Hanoi, Vietnam
Tel: (84) 0 24 3933 2129, Fax: (84) 0 24 3933 2130
By Phuong Phan E: info-hn@bizconsult.vn
Ho Chi Minh: Room 1103, 11th Floor, Sailing Tower, 111A Pasteur, District 1, Ho Chi Minh City, Vietnam
Tel: (84) 0 28 3910 6559, Fax: (84) 0 28 3910 6560, Mobile: (84) 933 306 336
E: phuongpn@bizconsult.vn
E: info-hcm@bizconsult.vn
W: www.bizconsult.vn
New guidance on forex management to
FDI enterprises
I n mid-2019, the State Bank of Vietnam issued
Circular No. 06/2019/TT-NHNN dated June
26, 2019 (Circular 06) to provide guidance on
foreign exchange management for foreign direct
investment in Vietnam. This Circular shall take
effect from September 6, 2019 and replace
Circular No. 19/2014/TT-NHNN dated August
11, 2014 (Circular 19).
Direct investment and Capital Account
One of the noteworthy points under Circular
06 is that it clearly determines and construes
foreign-invested enterprises, which are required
to open the Direct Investment Capital Account
(DICA), including (i) enterprises being
established in the investment form of economic
organisations, in which foreign investors are
members or shareholders and must carry out
the procedures to obtain Investment
Registration Certificate (IRC) in accordance
with the investment law, (ii) enterprises not
subject to IRC and having 51 percent or more of
the charter capital owned by foreign investors,
for example enterprises having the foreign
investors to contribute capital, purchase shares
or portion of capital contribution to such
enterprise which result in the foreign investors
owning 51 percent or more of the charter
capital of such enterprises (in this case the
foreign investors obtained the notification on
satisfaction of the conditions for capital
contribution and share purchase (M&A
Approval) and (iii) enterprises established by the
foreign investors to implement PPP projects in
accordance with the investment law (hereafter
referred to DICA Enterprise).
The enterprises under (ii) and (iii) above
are required to close DICA in the following
cases: (i) after completing the transfer of shares,
14 www.inhousecommunity.com
contribution capital or issuing the additional
shares in order to increase the charter capital in
such enterprises, the percentage of shares and
contribution capital owned by the foreign
investors at such enterprises is below 51
percent; or (ii) after such enterprises having
become the listed enterprises with their shares
listed or registered for trading on the Stock
Exchange. In such cases, the non-resident
foreign investors who own the shares, capital
contribution in such enterprise must open the
Indirect Investment Capital Account (IICA) in
order to implement their revenue and
expenditure transactions.
“Before Circular 06, it is
arguable that offshore
payment for transfer price
in the DICA Enterprises is
allowed or it must be
implemented through
DICA”
Capital contributions
One more notable point is that the foreign and
domestic investors are allowed to contribute
capital in Vietnamese dong or foreign currencies
as provided in IRC, the establishment and
operation licence under the specialised
regulations (for the foreign-invested enterprises
established and operated under the specialised
regulations), M&A Approval, the PPP Contract
signed with the competent state authorities and
other evidence. This point will support the
remittance banks to clarify the supporting
documents provided by the foreign investor in
order to allow the fund transfer without IRC
requirement as usually did in the past. Thus, it
being understood that in case the local enterprise
which was incorporated by Vietnamese investors
and then acquired by the foreign investors leading
to such foreign investors owning 51 percent or
more of the charter capital of such enterprise,
the foreign investors should firstly obtain M&A
Approval and then such enterprise opens DICA.
Then the foreign investors implement the fund
transfer through DICA and such enterprise will
implement the procedures to recognise the
foreign investors as the members/shareholders
of such enterprise.
Circular 06 regulates more clearly the
payment route regarding M&A transactions
involving DICA Enterprise as follows: (i) the
payment of transfer price between a resident
investor and a non-resident investor must be
implemented through DICA and in Vietnamese
dong; (ii) the payment of transfer price between
two non-resident investors is allowed to
implement in foreign currency or Vietnamese
dong and the payment of transfer price between
two resident investors must be in Vietnamese
dong, however, they both are not required to
implement through DICA. Having said that, it
seems to allow foreign investors to implement
the offshore payment in foreign currency thanks
to Circular 06. Before Circular 06, it is arguable
that offshore payment for transfer price in the
DICA Enterprises is allowed or it must be
implemented through DICA.
Conclusion
In summary, Circular 06 has some significant
improvements regarding capital transactions and
M&A pertaining to foreign-invested enterprises
in Vietnam.
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 JURISDICTION
OFFSHORE UPDATE
UPDATES
By Joanne Collett, Timothy Haynes
and Callum McNeil
Onshore restructuring vulnerable to offshore
SPV insolvency proceedings
I n the prevailing economic climate, an increasing
number of large corporate groups have occa-
sion to consider restructuring their affairs, includ-
ing business operations and debt obligations in
order to meet the challenges of the day. Whilst
the onshore mechanisms to achieve restructuring
are well known, there are offshore actions which
can be taken by creditors which need to be
addressed as part of an overall restructuring strat-
egy.
It is commonplace for conglomerates to raise
finance and working capital by using special pur-
pose vehicles (SPVs) to issue bonds to foreign
investors from tax neutral jurisdictions, both
onshore and offshore. This can cause problems if
not addressed as part of an overall strategy as part
of an onshore restructuring because the SPVs may
be vulnerable to hostile insolvency proceedings,
including, potentially, by bondholders directly. In
such proceedings, creditors might succeed in
appointing liquidators offshore who may then seek
recognition onshore in competition with actions
being taken by management or other foreign
office holders in the group, who may in turn seek
to enforce claims in relation to assets within the
group. This may frustrate any onshore restructur-
ing proceedings and potentially derail the same
entirely. The potential for such action may then
cause considerable difficulty for corporate groups
which include offshore entities as they endeavour
to carry their group through the restructuring
process.
A stay of proceedings and execution sought
and obtained in the jurisdictions in which the
group has creditors and/or assets will be an essen-
tial protection for any company seeking to negoti-
16 www.inhousecommunity.com
Walkers (Hong Kong)
15/F Alexandra House, 18 Chater Road, Central, Hong Kong
T: (852) 2284 4566
E: joanne.collett@walkersglobal.com
T: (852) 2596 3354
E: timothy.haynes@walkersglobal.com
T: (852) 2596 3323
E: callum.mcneil@walkersglobal.com
T: (852) 2596 3422
W: www.walkersglobal.com
ate a compromise with its creditors and reorganise
its business if there is a risk of adverse creditor
action. Where offshore SPVs are left out of the
onshore tactical planning for restructuring, bond-
holders have been able to appoint liquidators to
the SPVs to usurp the powers of the directors to
act to act for and on behalf of the SPV (for exam-
ple to propose a Scheme of Arrangement). They
may also frustrate recognition of a management
led process in other jurisdictions (including the US)
by seeking rival recognition of the offshore insol-
vency proceedings. Recent examples of creditors
commencing litigation offshore to frustrate
onshore restructurings have included proceedings
in the US bankruptcy courts. This is relevant for
Asia and Mena region general counsel because
large corporate groups, no matter where they are
based, may have dollar assets and bank accounts
in the US.
Returning value to the group’s stakeholders
can be greatly assisted via the continued business
operations of the group and its companies. The
interference caused to the orderly onshore
restructuring by having rival foreign offshore pro-
ceedings competing for recognition in the US can
and has caused long and expensive delays in car-
rying a wider restructuring plan through to a suc-
cessful global outcome. Such difficulties can be
averted at an early stage by taking proactive action
offshore in order to also obtain the offshore
courts’ assistance with the onshore process.
SPVs incorporated in Bermuda, the BVI and
the Cayman Islands all have courts that can and
will assist the onshore restructuring by imposing a
local moratorium on claims against the SPV by
bondholders. To do so, the offshore Courts may
appoint provisional liquidators (PLs) to the SPVs
for the purposes of carrying out a soft or light
touch provisional liquidation in order to preserve
the status quo and to allow the SPV (by its man-
agement and the PLs) to work together with the
onshore process.
By making use of the offshore processes as
part of the broader restructuring, offshore appoin-
tees can be informed of and participate in return-
ing value to offshore bondholders and otherwise
achieving the group’s restructuring objectives
which may include proposing a scheme of
arrangement for an offshore SPV, together with
recognition of the scheme in the US court to
effectively compromise the debt. Where the off-
shore jurisdiction is left out of the broader plan,
any offshore appointee (via creditor action) may
have no knowledge of the broader picture and
might be duty bound to take such steps as might
be open to them in order to seek to return value
to bondholders. This can create a competition for
control of the SPV between an offshore appointee
and management of the group overall, which can
frustrate the restructuring process.
In taking steps early on to include the offshore
SPVs in the broader strategy, including making use
of protective measures which are available off-
shore, general counsel can avail the group of the
offshore restructuring tools which are well devel-
oped, tried and tested in order to carry their
group through the sometimes difficult restructur-
ing process. In doing so, companies will find a
mature offshore process with courts that are
ready, willing, and able to assist with the restruc-
turing of the group as a whole with a view to
maximising value for stakeholders.
FIND A LAWYER ...
THAILAND EXTERNAL COUNSEL
For detailed profiles and to Find a Lawyer in other jurisdictions,
please visit https://www.inhousecommunity.com/find-a-lawyer/, or scan this QR Code.

Find an External Counsel by Practice and Jurisdiction

... AND SEND THEM AN

Chavalit Uttasart Veeranuch

Jurisdiction: Thailand
Email: chavalit@siamcitylaw.com
Firm: Siam City Law Offices Limited
(SCL Law Group)
Title: Managing Partner
Phone: (66) 2 6766667-8
Experience/Expertise: Alt’ Investments (inc’ Private Equity),
Anti-trust/Competition, Banking and Finance, Capital Markets,
Compliance/Regulatory, Corporate/Mergers & Acquisitions,
Employment/Labour, FinTech, Intellectual Property,
International Arbitration, Litigation and Dispute Resolution,
Life Sciences/Healthcare, Project Finance, Restructuring &
Insolvency, Taxation, Telecoms, Media & Technology
Thammavaranucupt
Jurisdiction: Thailand
Email: veeranuch.t@weerawongcp.com
Firm: Weerawong, Chinnavat & Partners Ltd.
Title: Senior Partner
Phone: (66) 2 264 8000, ext: 8091
Experience/Expertise: Alt’ Investments (inc’ Private
Equity), Anti-trust/Competition, Capital Markets,
Compliance/Regulatory, Corporate/Mergers & Acquisitions,
Energy & Natural Resources, Restructuring & Insolvency,
Telecoms, Media & Technology

Vira Kammee
Jessada Sawatdipong Jurisdiction: Thailand
Jurisdiction: Thailand Email: siamcitylaw@siamcitylaw.com,
Email: jessada.s@chandlermhm.com info@kh.scl-law.com
Firm: Chandler MHM Limited Firm: SCL SP & P Company Limited (Cambodia)
Title: Senior Partner Phone: (951) 653348 - 49, (855) 23 6430 168
Experience/Expertise: Banking and Finance, Energy & Experience/Expertise: Anti-trust/Competition, International
Natural Resources, Environmental, Project Finance, Real Arbitration, Litigation and Dispute Resolution, Real Estate &
Estate & Construction Construction, Restructuring & Insolvency

Khemajit Choomwattana
Jurisdiction: Thailand Weerawong
Email: khemajit@lshorizon.com
Firm: LS Horizon Limited
Chittmittrapap
Jurisdiction: Thailand
Title: Managing Partner
Email: weerawong.c@weerawongcp.com
Phone: (66) 2 627 3443
Firm: Weerawong, Chinnavat & Partners Ltd.
Experience/Expertise: Banking and Finance, Capital Markets,
Title: Senior Partner
Corporate/Mergers & Acquisitions, Real Estate & Construction
Phone: (66) 2 264 8000, ext: 8200
Experience/Expertise: Banking and Finance, Real Estate &

Kudun Sukhumananda Construction

Jurisdiction: Thailand
Firm: Kudun & Partners Limited
Title: Founding Partner For more information on how to have your profile
Email: kudun.s@kap.co.th
in the ‘Find a Lawyer’ search tool,
Phone: (66) 2 838 1750, ext:1751
Experience/Expertise: Banking and Finance, Capital Markets,
please email our Publisher, Rahul Prakash, at
Corporate/Mergers & Acquisitions, Projects and Project Financing rahul.prakash@inhousecommunity.com

Volume 16 Issue 9, 2019 17

 THE BRIEFING
MOVES
The latest senior legal appointments around Asia and the Middle East
AUSTRALIA
Baker McKenzie has added Raymond Lou
as a partner in the projects group, working
from the Sydney office. Lou is a specialist in the
corporate, infrastructure, energy and resources
sectors, with a China and cross border focus.
He has significant experience in public and
private sector M&A, with a particular focus
Raymond Lou
on infrastructure and energy. He joins from
Norton Rose Fulbright in Sydney, where he led the China M&A team, and
has worked on some of the largest cross-border transactions in Australia.
HONG KONG
Allen & Overy has further bolstered its
restructuring and recovery group in Asia with
the appointment of Ian Chapman as partner in
its Asia Pacific restructuring and recovery group.
Regarded as one of the region’s finest distressed
debt lawyers, he brings over three decades of
frontline experience advising on many of the
Ian Chapman
most complex and high-profile restructurings
and insolvencies in Asia. Chapman has an enviable track record of restruc-
turing publicly owned and private companies across the region, success-
fully managing disparate stakeholders to build consensus and allow the
rescue of multi-national debtor groups. He will be based in the firm’s Hong
Kong office and will support the team throughout the region.
Shearman & Sterling has added Max Hua as
a partner in the firm’s Hong Kong office. Hua’s
practice focuses on public takeovers, private
equity, M&A, capital markets, including IPOs in
Hong Kong, and general corporate regulatory
and compliance matters. He previously worked
for two leading international law firms in Hong
Max Hua
Kong for 11 years, and helped to set up the
Hong Kong law practice of a major Chinese law firm. A native Mandarin
speaker, Hua is also fluent in English and Cantonese.
Stephenson Harwood has strengthened its
global energy group with the addition of Marco
Pocci, who joins the firm as a partner in
Hong Kong. Pocci’s practice focuses on energy
and infrastructure, advising clients on a wide
range of matters, including regulatory, contract
negotiations, finance and construction. He has
Marco Pocci
particular experience in the renewables space,
advising on the development and acquisition of solar and wind farms.
His energy sector clients include utilities, independent power producers,
energy cooperatives, project developers, financiers, power purchasers,
manufacturers, investors and governments. Pocci is qualified in the UK
18 www.inhousecommunity.com
and Italy. He is a registered foreign lawyer in Hong Kong and joins from
Winston & Strawn.
INDIA
J Sagar Associates has added Manish Mishra as a partner in its Gur-
gaon office, effective August 8, 2019. A lawyer and a cost accountant,
with an MBA in finance, Mishra has more than 20 years of experience in
indirect taxation. Prior to joining the firm, he led the indirect tax practice
for BDO in the National Capital Region and North India.
SINGAPORE
Clyde & Co has significantly boosted to its Southeast Asia construction
team with the appointment of Jon Howes as joint head of APAC infra-
structure and Sean Hardy as a partner of Clyde & Co Clasis Singapore.
Howes has huge depth of experience in dispute resolution in the con-
struction and engineering sectors. He specialises in domestic and interna-
tional arbitrations, mediation, adjudication and expert determination. He
also has considerable experience in professional negligence actions in the
construction industry. On the other hand, Hardy is an arbitration specialist
with a focus on the infrastructure, construction and energy sectors. He
has advised on major projects in the Asia Pacific region, including power
stations, jack-up rigs, pipelines, ports, petrochemical and water treatment
plants, tunnels, railways, roads and airports.
YKVN has added Hyun Kim as a partner to be
based in its Singapore office, effective August
19, 2019. Kim is a US lawyer specialising in capi-
tal markets and cross border M&A. He joined
Clifford Chance in 2009 in Hong Kong, became
partner in 2011, and Korea managing partner in
2012, when the firm launched its Korean prac-
Hyun Kim
tice in Seoul. Previously, he practised at Davis
Polk & Wardwell and Skadden, Arps, Slate, Meagher & Flom.
VIETNAM
Duane Morris has added Nguyen Thi Lang
as a partner in the corporate practice group of
the firm’s Ho Chi Minh City office. Joining as a
partner from Frasers Law, Lang is one of the
first Vietnamese nationals to be named partner
in a foreign law firm. For the past 20 years, she
has been focusing on all aspects of corporate
Nguyen Thi Lang
and commercial matters, with an emphasis on
M&A, cross-border investment, real estate, pharmaceutical, commercial
and infrastructure projects. She has advised a wide variety of multinational
businesses from all parts of the world, counselling many leading foreign
and local investors in Vietnam. Lang has lectured on a wide range of
subjects, including corporate governance, investment, commercial, com-
petition and anti-corruption law. She has written extensively on foreign
investment in Vietnam and, in particular, on BOT contracts.
 DEAL OF THE MONTH

Asian-mena Counsel Deal of the Month

Agrifood startup targets sustainable protein
Investors are betting that the stagnating supply of fishmeal could be replaced by fly larvae.
Singapore agrifood startup has
secured series-A funding to develop
a commercial-scale insect protein produc-
tion facility.
Nutrition Technologies will use the
money — which comes from a consor-
tium of investors led by Openspace Ven-
tures and SEEDS Capital, the investment
arm of Enterprise Singapore — to build a
factory in Southeast Asia that can produce
more than 18,000 tonnes of insect-based
feed ingredients and organic fertilisers
every year.
The project is supported
under Startup SG Equity, a
scheme that encourages private
sector investment for startups
through government equity co-
investment.
The company produces pro-
tein from black soldier fly larvae
as a sustainable alternative to fish-
meal, a commonly used ingredi-
ent in animal feed. However, the
supply of fishmeal has failed to
keep pace with the growing demand for
livestock and seafood, resulting in substi-
tution with plant-based feed derived from
soy and other crops.
Insects may offer an alternative that
combines the high-quality protein charac-
teristics of fishmeal with the sustainable,
scalable qualities of plant feeds.
“The key to be successful in this
sector is being able to produce a consis-
tently high-quality product at an afford-
able price for feed manufacturers without
charging a sustainability premium,” said
Nick Piggott, co-founder and chief execu-
tive of Nutrition Technologies.
A significant portion of the funds
raised will also go to the continuation of
research of into the genetics and biology
of the black soldier fly.
With more than 89% of the world’s
aquaculture occurring in Asia, along with
the farming of 33% of chickens and 65%
of pigs, it is fitting that the region is fund-
ing solutions to improve the industry’s
sustainability.
This round of investment
is the first since SEEDS Capital
appointed seven co-investment
partners in January 2019 to
catalyse over S$90 million (US$65
million) worth of investments to
develop Singapore-based agri-
food tech startups.
WongPartnership acted for
Openspace Ventures. Partner
Kyle Lee led the firm’s team in
the transaction.

Other recent transactions from around the region:

Assegaf Hamzah & Partners, a member firm of Rajah & Tann
Asia, has acted for Indonesia Infrastructure Guarantee Fund,
as the state-backed guarantor, on the Rp8.2 trillion (US$585.6m)
Makassar-Parepare Railway Project, which involved the develop-
ment of a 142-km railway under the PPP funding scheme. This
project is part of the National Strategic Projects launched by the
Indonesian government, which aims to develop infrastructure in
East-Indonesia and decentralise the development from the island
of Java to other islands in Indonesia. Partners Ibrahim Sjarief
Assegaf and Kanya Satwika led the firm’s team in the transaction.
AZB & Partners has advised Larsen & Toubro on its Rs107
billion (US$1.5b) acquisition of approximately 66 percent of Mind-
tree. Managing partner Zia Mody, senior partner Ashwath Rau,
head of competition practice partner Samir Gandhi and partners
Dhruv Singhal and Medha Marathe led the firm’s team in the
transaction, which was completed on July 2, 2019.
Davis Polk has advised Nasdaq-listed DouYu International
Holdings on its SEC-registered IPO, for total proceeds of approxi-
mately US$775 million, if the underwriters do not exercise their
over-allotment option. The underwriters have an option to pur-
chase up to an approximately additional 6.74 million ADSs from
DouYu and 3.37 million ADSs from the selling shareholders. The
firm also advised the selling shareholders as to US law. Head-
quartered in Wuhan, China, DouYu is a leading game-centric live
streaming platform in China. Partner Li He led the firm’s team in
the transaction.
Paul Hastings and Simpson Thacher advised on the defini-
tive agreement by Shanghai Fosun Pharmaceutical (Fosun
Pharma) to sell its stake in United Family Healthcare (UFH), valued
at US$523.15 million, to New Frontier Corporation (NFC). Upon
closing of the transaction, Fosun Pharma will subscribe to approxi-
mately 6.6 percent equity stake in NFC for approximately US$94
million. Shanghai corporate partners Jia Yan and David Wang led
the firm’s team in the transaction. Simpson Thacher advised New
Frontier, with partners Patrick Naughton, Yang Wang, Robert
Holo and Larry Moss leading the firm’s team in the transaction.

Volume 16 Issue 9, 2019 19

 Opportunities of the Month …
Be it a case of wanting to spice things up or break the pattern, every now and then, it's nice to know there's something
else. Whether you do so casually or stringently, take a look below to see what the legal sector can offer you.
Head of Legal – Asset Management
7+ yrs PQE, Hong Kong
Interesting newly created position with an international asset
manager that is looking to hire a head of legal to support their
expanding Hong Kong business. Lawyers with good experience
of advising investment management businesses and with China
experience sought. Fluency in Mandarin is important for this
role. [Ref: IHC 17879]
Contact: Andrew Skinner
Tel: (852) 2920 9111
Email: a.skinner@alsrecruit.com
Greater China Legal Director – Chemicals
14+ yrs PQE, Shanghai
This US-listed chemical company is seeking an accomplished
regional counsel to cover operations in the PRC, Macau and
Taiwan. You will be responsible for structuring and negotiating
commercial agreements, managing disputes and litigation matters
efficiently and monitoring legal risk and ethical compliance as an
all-round business counsellor alongside external counsel. You
must be PRC qualified with a minimum of 8-12 years’ PQE of
corporate and commercial law with a top-tier law firm and/or a
manufacturing/industrial MNC. As the role reports into senior
figures in both China and the US, an LLM from a US school and/
or experience gained from US law firm or US corporation are
highly desirable. You must have fluent Mandarin and English for
the role. [Ref: 15274/AC]
Contact: Sherry Xu
Tel: (86) 21 2206 1200
Email: sherryxu@hughes-castell.com.hk
Real Estate Associate – Private Practice
3-5 yrs PQE, Hong Kong
A Magic Circle firm in Hong Kong is looking to hire a mid-level
associate to join its leading real estate team. The role will offer
the opportunity to work on an interesting mix of real estate
matters including property development, investment acquisitions
and sales (including commercial and residential property leasing
as well as landlord and tenant) together with property litigation
matters. Successful candidates must be Hong Kong qualified and
have native Cantonese language skills. [Ref: AC8050]
Contact: Sam Edwards
Tel: (852) 2537 7630
Email: sedwards@lewissanders.com
20 www.inhousecommunity.com
SEA Legal Counsel – Consumer Products
8-10 yrs PQE, Singapore
This company is operating within the consumer products sector
and, as a result of the decision to insource legal activities, is
currently seeking a SEA legal counsel help set up the Legal team
in Singapore.
Reporting to the managing director for the Southeast Asia
business and dotted line reporting to the general counsel seated
in the global HQ, you will help set up the legal function for the
SEA region. You will be responsible for providing legal support
and advice to achieve corporate objectives while minimising legal
risks. This includes drafting, reviewing and negotiating sales,
procurement, manufacturing contracts, compliance (investigation
and training) and supporting the group on M&A activities /
litigation support should such events arise.
Ideally you have at least 8-10 years PQE, preferably with prior
in-house (with some manufacturing) experience. You have strong
experience advising businesses and driving risk mitigation and
compliance. Prior experience in the SEA markets will also be a
big plus. Some travels, approximately 15-20% will be required.
[Ref: JO-1904-170728]
Contact: Michelle Koh
Tel: (65) 6956 6583
Email: michellekoh@puresearch.com
APAC Regional Legal Counsel – Social Media
6+ yrs PQE, Singapore
An exciting opportunity to be first lawyer in the Asia-Pacific
HQ of a US-based company that owns a number of global
online social apps. You will provide legal support to one of
their key brands that is growing internationally and in APAC.
This includes covering marketing and technology agreements
including sponsorship, branded content production and
promotion, advertising and media agreements, SaaS and general
operations agreements. You will also support roll-out and
localisation of new product features and initiatives, working
closing with marketing and business teams. This role requires
experience with marketing law, data protection, IP, digital
media, internet industry and telecommunications partnerships
in APAC countries. Top law firm and in-house legal department
experience preferred. Prior-tech company experience is a
bonus. [Ref: HZ1901]
Contact: Jessica Deery
Tel: (65) 6808 6635
Email: jessica.deery@horizon-recruit.com
SPOTLIGHT ON CIA
Collections, Investigation & Audit
A Lawyer’s Future is Looking Sharp with
Electronic Hearings
T
he benefits of running an efficient
collection and forensic process
extends all the way to the hearings
room. The right digital forensics processes
up-front can make for a significantly more
efficient eHearing. This article explores
the new eHearing technologies that close
the circle of an efficiently run matter.
While the legal industry has especially
struggled to keep up with the technological
advances of the digital era, our eHearings
team is swiftly transforming this
perspective. The future is looking smarter,
faster and sharper for lawyers who embrace
the cutting-edge technology and services
now available via our eHearings team.
Benefits for Document Management
New technologies enable simple creation
of tender bundles for hearings, providing
efficient ways to create and order
evidence in bundles, with automatic
indexes available online and offline. Also,
documents in an eHearings system are
now searchable on almost any criteria,
including words or phrases as well as
metadata behind the document. This
contrasts the traditional digital file where
a name or date is needed to search. This
digital document platform is a valuable
asset for time poor counsel.
Benefits for Evidence Presentation
Digging through folders every time a
document is referenced wastes precious
minutes. With an offline, coded document
system, an experienced hearing operator
can retrieve documents in seconds and
display them on monitors across the
hearing for the judge, parties and witness
to view simultaneously. Adding real-time
transcription allows everyone to monitor
every word said during proceedings and
review them later when the transcript is
uploaded to the shared workspace.
Hyperlinked indices of every document
Volume 16 Issue 9, 2019
Nicholas Wilson
eHearings Lead Consultant
nicholas.wilson@lawinorder.com
can be prepared in a hearing book, made
to design specifications, that allow parties
or the judge to quickly find documents
and their metadata, describing date,
origin and other details, and open that
document with a single click.
Digital Jury Books
The jury must view evidence alongside
counsel and not draw premature
conclusions. Juries also need to easily
move between documents in the confines
of the jury box when given cumbersome
evidence binders. A digital jury book
significantly simplifies evidence
management by using password-protected
tiers of evidence that give the judge and
parties control over which evidence is
viewed and when. Everyone in
proceedings can annotate the documents
and move between unlocked documents,
allowing jurors to access documents
quickly. In-built security procedures
lockdown all networks and outputs from
the devices; ensuring document security.
Webcast Hearings to the Public
Many people who wish to attend public
proceedings are unable to due to issues
surrounding location, work, mobility and
transport. This can limit the transparency
of proceedings. Web-casting technology
removes these barriers and truly makes
hearings public. Our experienced
videographers and legal technologists can
webcast a hearing at broadcast quality. A
polished production can be streamed
online and archived for future reference.
Streamlining the Proceedings
From the pre-hearing phase, to the
commencement of the hearing and the
conclusion of the matter, our eHearings
Consultants will be ready to facilitate the
smooth operation of your matter and
assist with evolving requirements.
We can reduce the sheer complexity of the
hearing processes and document
management, and facilitate an effortless
experience, allowing professionals to focus
on the practice of law. It sounds almost
idyllic — a completely streamlined process,
but with the integration of eHearings
services, high-quality purpose-designed
solutions and the support of our highly
trained eHearings team, this convenience
and efficiency is now a reality.
Custom Made Solutions
Our eHearings team prides itself in
creating high-quality solutions to make
your legal processes easier. If you have
further requirements, we enjoy
innovating purpose-built solutions. We
can modify our integrative technologies
and innovate solutions to expediate court
processes and law procedures. Our
experienced team of legal technologists
will design the most appropriate
eHearings solution. We have diverse
experience assisting law firms, in-house
counsel and government departments
with our digital technologies and know
how to devise solutions that can
expediate the operation of proceedings.
eHearings can reduce costs, increase
efficiency and give everyone more time
to focus on the content of the case. The
future of proceedings is eHearings — and
the technology is available today.
Law In Order is the premier pro-
vider for eHearing Services in Asia,
located within Maxwell Chambers
Suites Singapore and close to the
Hong Kong Arbitration Centre.
Supporting our service offering to
hearings, Law In Order has fully
equipped service bureaus in Sydney,
Melbourne, Brisbane, Perth and
Singapore and is the only Australian
provider to offer complete end to
end services in electronic evidence
and hard copy processing.
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Keeping track
of sanctions
Ever-changing and broadening sanctions give rise to
formidable challenges for legal teams, but Asian arbitration
centres might stand to benefit, writes Nick Ferguson.

G
overnments around the world are
increasingly using economic sanctions
and embargoes as a foreign policy
tool. Staying abreast of this
proliferation of programmes can be a headache
for legal teams.
For example, the Office of Foreign Assets
Control (Ofac), an agency of the US Treasury
Department, lists 31 separate sanctions
programmes, more than half of which have
been updated during the past year. They
include broad narrative sanctions programmes
related to foreign interference in US elections,
the trading of diamonds and transnational
criminal organisations, as well as country-
specific programmes targeted at Cuba, Iran and
Venezuela, among many others.
In addition, Ofac’s specially designated
nationals and blocked persons list includes
roughly 6,300 names connected with sanctions
targets.
And this is just the US Treasury. Other
agencies of the US government have separate
programmes, as does the EU, UN and numerous
other governments around the world, and the
regulatory approach may differ from one
jurisdiction to another.
US sanctions in particular are wide and
extra-territorial in scope, and failure to comply
can have serious consequences, including
severe penalties, legal actions, reputational
damage, forfeiture of goods or profits, and
difficulty in obtaining financing or other
services.
And as the Ofac example demonstrates,
sanctions can be targeted in a number of
different ways — against particular persons,
groups or organisations, or vessels and aircraft,
or against a specific sector of a country’s
business, or against an entire country or state.
“The sanctions environment continues to
tighten globally as a result of ever-changing
local political situations and relationships
among countries,” says Paul Fredrick, general
counsel for East Asia and Japan at Schneider
Electric. “Schneider Electric has commercial
operations in over 100 countries, thus our legal
department must remain educated and vigilant
about evolving sanctions laws and their
possible impact on our business.”
The most significant recent developments
that in-house counsel need to be aware of so
far in 2019 include the evolving range of
sanctions that are applied to entities, persons
and activities in Iran and Russia, the extension
of EU sanctions to target those responsible for
cyber-attacks and the development of UK
autonomous sanctions in anticipation of Brexit.
Screening
Clearly, this environment is challenging for
legal teams within large and complex

22 www.inhousecommunity.com

businesses. Counsel can’t be involved in vetting
every single transaction the business engages
in.
“The ever-changing and broadening
sanctions give rise to formidable challenges on
sanctions screening,” says Joyce Chan, a
partner at Clyde & Co in Hong Kong.
“Organisations may consider adopting a risk-
based approach whereby they identify, assess
and understand the sanctions risks to which
they are exposed and design a sanctions
screening process which is aligned to the
organisation’s risk appetite.”
Chan says that factors to take into account
in conducting the risk assessment include the
territorial presence of the organisation,
customer base, products and services offered
by the organisation, any cross-border
transactions, volume of transactions, suppliers
and distribution channels, location of property
or asset, and payment.
“Organisations should determine which
sanctions lists are relevant for screening,” says
Chan. “For organisations which conduct cross-
border transactions or carry on business in
sectors which are subject to high sanctions
risks such as financial institutions and the oil,
gas, energy and defence sectors, they should
conduct rigorous list management and
screening. Financial institutions may go beyond
what the law requires and maintain internal
Volume 16 Issue 9, 2019
Keeping track of sanctions
By Nick Ferguson, In-House Community
lists of individuals and entities which may
present a financial crime risk to them
identified through their internal procedures or
intelligence. On the other hand, domestic
transactions are less prone to sanctions risk
and real-time sanctions screening may be
unnecessary if a ‘know your customer’ process
has been undertaken when on-boarding the
relevant customer. Having said that, where a
red flag appears or there is any activity
suspected of violating the sanctions
regulations, organisations should conduct
further due diligence to ensure sanctions
compliance.”
At Schneider Electric, the company
operates a global export control centre that
works closely with the legal team and local
customs and trade compliance teams to stay
updated on all US, European and other
international sanction laws and regulations
applicable to the countries in which Schneider
Electric does business.
“My legal team and I also monitor and
review current trade alerts on various topics,
including licensing policies and procedures
related to exports of controlled items for the
15 countries in the Asia-Pacific region for which
we are responsible,” says Fredrick . “Schneider
Electric places great value on ensuring that all
of the products and services we provide to
customers are in full compliance with all
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“The sanctions environment continues to

tighten globally as a result of ever-changing
local political situations and relationships
among countries”

Paul Fredrick

sanctions laws and other applicable
regulations. Contractual provisions require both
parties to comply with applicable laws; thus
anything less than that can have liability and
indemnity ramifications. Careful recordkeeping
is also important in case of a customs audit
that can arise without advance notice.”
Technology solutions are also being
deployed to scan data and payments to reduce
the amount of time and resources required to
undertake sanctions checks.
“These platforms allow for detailed analysis
of millions of transactions simultaneously and
reduce the need for human involvement,” says
Avryl Lattin, a corporate regulatory partner at
Clyde & Co in Sydney. “This type of technology
is extremely beneficial when dealing with
repetitive transactions, and allows for greater
human focus on the real grey areas. Another
area where technology is being used is network
analytics. This technology allows sophisticated
analysis to be undertaken of complex corporate
structures to identify relationships with entities
or persons to whom sanctions apply.”
Technology solutions are also being
deployed to scan data and payments to reduce
the amount of time and resources required to
undertake sanctions checks.
“These platforms allow for detailed analysis
of millions of transactions simultaneously and
reduce the need for human involvement,” says
Avryl Lattin, a corporate regulatory partner at
Clyde & Co in Sydney. “This type of technology
is extremely beneficial when dealing with
repetitive transactions, and allows for greater
human focus on the real grey areas. Another
area where technology is being used is network
analytics. This technology allows sophisticated
analysis to be undertaken of complex corporate
structures to identify relationships with entities
or persons to whom sanctions apply.”
Arbitration
The increasingly complicated sanctions
environment has effects that go beyond trade
and can also affect international arbitration in
various ways.
“Parties from a sanctioned state may find it
difficult to pay for advance on costs due to
restrictions on access to the banking system
and asset freezes imposed by sanctions,” says
Simon McConnell, managing partner of Clyde &
Co in Hong Kong. “Further, arbitrators and
legal counsel who have connections with
sanctioned states or entities may not be able
to act on the dispute, thus resulting in the
reduction of the pool of available arbitrators
and counsel.”
Other restrictions imposed by sanctions
such as travel bans can also cause practical
difficulties in securing the attendance of
parties or key witnesses at hearings.

24 www.inhousecommunity.com

“Additionally, sanctions may affect the
substantive merits of a dispute. It can be a
ground of frustration, which discharges parties
from performance of their contractual
obligations. However, it is noted that recent
case law has shown that the courts will not
lightly treat sanctions as a ground of
frustration where a licence that would enable
parties to continue performance of the
contract could be sought from the relevant
authority.
“The enforceability of arbitral awards
may also be affected by sanctions. An award
which disregards sanctions may be
unenforceable in the sanctioning country on
the ground of public policy. Conversely, a
sanctioned state may refuse to enforce an
award which gives effect to sanctions against
the state.”
For example, the UK’s defence ministry lost
an arbitration with Iran at the Paris-based
International Chamber of Commerce (ICC) in
2001 over a 1976 arms deal that was cancelled
due to the overthrow of the shah in 1979. After
years of further challenges, the UK eventually
claimed to be unable to pay the £400 million
(US$500m) settlement because of EU sanctions
against Iran. A British court ruled in July that
the ministry was also not liable to pay interest
on the settlement as long as sanctions have
applied.
Volume 16 Issue 9, 2019
Keeping track of sanctions
By Nick Ferguson, In-House Community
Left:
Joyce Chan
Centre:
Avryl Lattin
Right:
Simon
McConnell
Asia
As global geopolitical tensions ratchet up,
countries that stand outside the US-EU axis and
are not subject to sanctions themselves may
have some advantages as arbitral jurisdictions
— and this applies to Hong Kong and Singapore
in particular.
“Given the potentially wide-ranging effects
that sanctions have on arbitrations, parties
from sanctioned countries have more incentive
to use Asian arbitration institutions in place of
US or European institutions such as the ICC,
SCC [Stockholm Chamber of Commerce] and
LCIA [London Court of International
Arbitration],” says McConnell.
Indeed, it was announced in April that the
Hong Kong International Arbitration Centre
(HKIAC) would be appointed as the first foreign
arbitral institution permitted to administer
disputes in Russia. One of the factors leading
to the appointment was that HKIAC “operates
primarily from a jurisdiction that has not
imposed sanctions against Russia”. As a result
of the appointment, HKIAC will be able to
provide dispute resolution services to a broad
range of Russia-related disputes.
“This is a case in point demonstrating how
Asian arbitral institutions can gain an edge over
their counterparts in US or Europe by being
outside of the US/EU sanctions orbit,” says
McConnell.
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A crisis of
compliance
How to respond effectively and recover from
disruptive investigations, by John Macpherson
and Tung Jung Tan of Control Risks.

I
nvestigating allegations of compliance
breaches is an expensive affair. Employee and
third-party malfeasance remain a costly
budget item on P&Ls across Asia, whether it is
corruption or fraud; conflicts of interest; data
breaches or IP theft; sanctions violations; or
allegations of ethical and behavioural misconduct.
While companies account for direct costs —
forensics and data analytics, legal and consultancy
fees, in-house resources and time — for many,
capturing the true cost of investigations remains
unknown. Indirect costs, which can include
interruption to customer relationships, disruption
in the supply and distribution chain, loss of
productivity, loss of market share and significant
reputation damage, are often not realised until
after the investigation. They are the costs of
implementing investigation outcomes; of
terminating employee contracts; of finding new
third parties, of having to rebuild relationships
with customers; or finding new ways of
differentiating from competitors. The simple fact
is, even investigations that do not end up getting
an unexpected knock on the door from corporate
regulators are a business disruption. In some cases,
“Scenario planning forecasts how the
outcomes of the investigation might affect
operations and reputation”
they are an uncontained crisis — a potentially
debilitating incident percolating under the surface
of normal business operations.
Thankfully, borrowing from crisis management
and business continuity methodologies when
conducting investigations, can make indirect costs
and reputation damage more controllable. The
time it takes to recover and revert to normal
business conditions is faster. This means your
business becomes more resilient. The approach
below, refined over many years of combining crisis
management expertise with investigations teams,
is how to achieve maximum resilience during your
investigation.
Have clear objectives
A generic investigation plan would be something
like: “Confirm the scope of the investigation;
identify, collect and preserve evidence; review and
analyse data and documents; conduct transaction
testing and interviews; ascertain the veracity of
the allegations being investigated.” But when you
overlay this with broader risk-based objectives,
such as “ensure continuity of business operations
and conditions, protect key stakeholder
relationships, assets and reputation”, you are
compelled to take a holistic approach to a
business-wide problem. Conducting the
investigation becomes part of preparing for, and
recovering from, a potentially costly business
disruption.

26 www.inhousecommunity.com

Consider the case of investigating a key
supplier for conflict of interest and fraud (a
problem of increasing frequency across many parts
of Asia), where there is a likelihood that you will
move to terminate contracts of employees and the
supplier at the conclusion of your investigation,
taking the appropriate action against a grievous
compliance breach, but also threatening the
continuity of a critical supply chain.
By focusing on minimising operational risks to
the business as a key objective (in addition to your
investigation objectives), you initiate a plan to
identify the impact of losing a key supplier, or key
employees, and you identify alternative suppliers
and plan for additional resources in your supplier
management team — the outcome of which is, you
reduce the risk of falling short and bounce back
faster to “normal business operations”.
Have a robust process
Following process is something we’re all familiar
with in an investigation — but when your objective
includes business recovery, there are a few critical
extra steps that help build resilience into your
process. They are (i) scenario planning and (ii) risk
assessment.
Scenario planning, conducted early in the
investigative process, forecasts how the outcomes
of the investigation might affect operations and
reputation. For example, in an investigation of
significant embezzlement by a senior executive,
Volume 16 Issue 9, 2019
A crisis of compliance
By John Macpherson, Tung Jung Tan, Control Risks
John Macpherson
one of your initial scenarios may be “disgruntled
executive influences government officials to delay
licensing approvals”. Early identification of this as
a possibility allows you to implement preventive
measures early on.
As you near the end of the investigation,
scenario planning becomes formal risk assessment,
where you can, with greater certainty, measure
where the business might be vulnerable, assess the
likelihood and impact of key critical scenarios, and
ensure you are prepared to react.
“Clearly defined parameters, objectives
(aligned to broader objectives) and reporting
lines for each ‘work team’ is paramount”
Governance is important
Governance is always important in investigations
and putting a clear governance structure in place
for complex investigations is a critical step in risk
prevention. In many of our complex investigations,
particularly when they involve regulators, and
even more so when those regulators operate in
some of the more opaque regulatory environments
throughout Asia, we are working with a project
team that includes not only compliance and legal,
but IT, HR, government relations, security,
communications and media. It involves extensive
liaison between local operations and headquarters,
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Tung Jung Tan

not to mention coordinating the plethora of
external advisers, forensics and data experts, and
legal experts. Each function will have critical tasks
to achieve to minimise business risk. Clearly
defined parameters, objectives (aligned to broader
objectives) and reporting lines for each “work
team” is paramount; knowing who the ultimate
decision maker is and what can be delegated is
essential. Disciplined project management, control
of information flows and operating in a secure
environment are indispensable components of a
well-run crisis-investigation team.
“What started as an anti-corruption campaign
in China, targeting foreign companies in the
healthcare and automotive sectors, is now a
full-scale weaponisation of regulation”
Hope for the best; prepare for the worst
The risk of politicised regulatory enforcement
across parts of Asia is high. What started as an
anti-corruption campaign in China, targeting
foreign companies in the healthcare and
automotive sectors, is now a full-scale
weaponisation of regulation across parts of the
region. While “dawn raids” are part of the
regulator toolkit the world over, the opaque nature
of enforcement means that there are not always
the same legal protections that we might
otherwise expect. So when a regulator comes
knocking on your door, it can be a political issue
just as much as it is a legal one.
The aim of a regulator in a dawn raid is to
catch you by surprise. Such raids are often
designed to generate fear to ensure that you
comply as quickly as possible. They can range from
a small-scale raid on a local office, to be highly
coordinated across multiple locations. Regulators
may take evidence and documents — sometimes
without warrants in place, image computers and
servers, or interview and intimidate large numbers
of employees. In a worst-case scenario, they may
compromise your system, detain your management
team, and your entire business grinds to a halt.
How you are prepared to respond in those first
minutes, hours and days is a critical issue for
companies. How you respond affects your ability to
negotiate outcomes, protect your reputation and
employees, and keep key business functions
operating and ultimately ensure a quick path to
recovery.
The top three things you can do to prepare for
regulatory enforcement are:
• Know your regulators
Anti-corruption, anti-competition,
environmental protection, food safety, tax
evasion and data privacy have all been subject
to aggressive regulatory enforcement.
Establishing a nuanced understanding of

28 www.inhousecommunity.com
 A crisis of compliance
By John Macpherson, Tung Jung Tan, Control Risks

ADDITIONAL STEPS REQUIRED WHEN LEADING AN INVESTIGATION

WITH RECOVERY IN MIND

3a 4
1 INTERNAL EVIDENCE 7
SUSPICIONS INVESTIGATIONS AND ACTION
TRADITIONAL FINDINGS
APPROACH

2 3b 5 6
SCENARIO EXTERNAL RISK RISK
ADDITIONAL PLANNING ENQUIRIES ASSESSMENT MITIGATION
RECOVERY-LED PLANNING
STEPS

regulators that are enforcing the rules in your

sector, their goals and motivations and modus
operandi and where decisions are made, is
essential preparation.
• Treat whistleblowers, disgruntled employees
and third parties very seriously
Whistleblowers and disgruntled parties are
often a trigger for closer scrutiny by a
regulator, but can be overlooked as a nuisance,
having an agenda and an axe to grind. Many
regulatory investigations in some key markets
across Asia are initiated by whistleblower
complaints. It is therefore important to look
beyond the veracity of their claim at the
broader risk to the business they might pose.
• Have a plan
The first hours are critical — who you are going
to notify, how you need to escalate, how to
secure documents and evidence, the team you
need to form are all central issues that you
need to prepare, plan and train for in advance
of a real situation. Dawn raids are highly
stressful situations for employees; it is essential
to war-game your most likely and worst-case
scenarios with those employees likely to be
involved in a real-life raid situation.
“Dawn raids are highly stressful situations for
employees; it is essential to war-game your
most likely and worst-case scenarios”
example: a company suffering through the early
days of a highly politicised and extensive regulatory
investigation into corrupt activities, whose
operations had ground to a halt, whose market
share was rapidly diminishing (in a high-growth
market) and whose reputation was taking a severe
beating, established, early on, a “recovery team”.
Knowing they would come out of the investigation
in 18 months needing a different business model, a
more compliant way of operating, a new
management team and a different proposition in
the market, they began work on that immediately,
thereby improving their recovery time by years,
bouncing back after a critical incident, stronger,
faster, better. That’s resilience.

Have an eye on the future john.macpherson@controlrisks.com

Finally, resilient leaders in crisis are always looking tungjung.tan@controlrisks.com
to, and planning for, the future. It is a key www.controlrisks.com
component of recovery. Here’s a noteworthy

Volume 16 Issue 9, 2019 29

 SPECIAL FEATURE

A new bed —
a shared
dream?
A discussion of the new China Foreign Investment Law and
the creation of an Expert Committee to produce template
documents for in-house counsel. By Robert Lewis of docQbot,
with an introduction by Patrick Dransfield of In-House Community.

30 www.inhousecommunity.com

INTRODUCTION
I
n July 1979, the People’s Republic of China
promulgated the Equity Joint Venture Law (EJV
Law). This was China’s first law on foreign
investment, and was one of the earliest steps in
China’s reform and opening up.
This was followed by the adoption of the Wholly
Foreign-Owned Enterprise Law (WFOE Law) in 1986
and the Cooperative Joint Venture Law (CJV Law) in
1988.
Today, there are estimated to be more than
500,000 foreign investment enterprises (FIEs) in China
— nearly 375,000 WFOEs and 125,000 Sino-foreign joint
ventures, with EJVs outnumbering CJVs by more than
10-fold.
In March of this year, almost 40 years after the
adoption of the EJV Law, China passed the new
Foreign Investment Law (FIL), which will take effect
on January 1, 2020, replacing the EJV Law, the CJV
Law and the WFOE Law, all of which will be repealed
as of the end of this year.
While the FIL was in large part passed to address
several key issues in the context of the continuing
Sino-US trade negotiations, for in-house counsel in
foreign multinational companies with subsidiaries in
China (as well as in-house counsel in domestic Chinese
companies that have investments in Sino-foreign joint
ventures) the most important legacy of the FIL will be
that it represents a fundamental change in the legal
basis for FIEs in China.
Going forward all new FIEs will be set up under
and governed by the Company Law, and all 500,000-
plus existing FIEs will need to convert into limited
liability companies (LLCs) or other entities under the
Company Law by the end of 2024. This will introduce a
dramatic shift in the corporate governance for FIEs,
creating both new opportunities and new challenges.
It is therefore no exaggeration to claim that when
the new Foreign Investment Law takes effect on
January 1, 2020, this will be an historic landmark in
terms of China’s relationship with the rest of the
world.
On a personal note, the adoption of the original
joint venture agreements coincided with my own
professional working life relating to China. In 1985 and
1986, I was living in Northern China and ended up with
a teaching job at Beijing Normal University and also
Newsweek. The best American burgers — the only
American burgers — available in Beijing at the time
Volume 16 Issue 9, 2019
A new bed — a shared dream?
By Robert Lewis, docQbot
could be found at the Jianguo Hotel. Copied in
perfect detail from the Sheraton Palo Alto, the
Jianguo Hotel was also one of the first JV
contracts put together on China’s opening up
to the world — by Vivian Bath, I believe, in
1982. The first JVs were cobbled together
using German law and American precedents
and emerged ad hoc — Levi Strauss and Dow
Chemicals being some of the first
protagonists.
One book brought many of these early
Patrick Dransfield
practitioners together — Life & Death of a
Joint Venture, published by Asia Law &
Practice in 1994 (full disclosure, I ended up running
this company for Euromoney from 1998 to 2000). The
book was a legal guide in the form of a novel, which
began at the conception and ended at the death of a
JV agreement. It helped create the careers of a
generation of American lawyers — and as a
consequence quite a few legal fees. Despite the title,
an optimism reigns through the book. While there are
definitely local difficulties between AmWij Inc (the
American party) and Shanghai Number One Widget
Factory — the theoretical parties involved in this
fictional legal saga — the book does not question the
economic needs for the transaction per se. However,
the publicity associated with the book used the
phrase: “Same Bed, Different Dreams”: “Tong Chuang
yi meng”.
It is to be hoped that with the introduction of the
FIL, foreign investors and their Chinese counterparts
will now experience shared dreams in a new bed, but
challenges will undoubtedly remain.
In order to address some of the challenges
presented by the new FIL, the In-House Community
and Robert Lewis of legal-tech start-up docQbot have
cooperated to form an Expert Committee of leading
lawyers from the law departments of leading State
Owned Enterprises and Multinational Companies as
well as both international and domestic law firms.
Working under Robert’s direction, the Expert
Committee has undertaken to prepare a suite of new
sample base templates for FIEs in China that comply
with the requirements of the Company Law. Drawing
upon commentary from the members of the Expert
Committee, Robert describes below some of the key
practical implications of the FIL for FIEs in China and
introduces the work of the Expert Committee.
31
 SPECIAL FEATURE
W
hen the EJV Law was passed in
1979, Deng Xiaoping was
reported to have stated that it
was more “a statement of
political intent, rather than a piece of
legislation”. That was a fitting description
given that the EJV Law in its original form
consisted of a mere 16 articles.
So what can we say about the new
Foreign Investment Law passed in March of
this year? It was longer than the original EJV
Robert Lewis
Law but still quite brief — it was less than a
quarter of the length of the original 2015
draft of the FIL. It was also passed in record time —
while the 2015 draft of the FIL had lain dormant for
almost four years, the new version was adopted in
under three months after the most recent revised
drafts had initially been circulated for comment.
As such, it was apparent to most commentators
that the new FIL was adopted primarily to address
several points which were (and remain) under
negotiation as part of the Sino-US trade negotiations,
including strengthening of intellectual property rights
(IPR) protections, elimination of non-tariff trade
barriers, discontinuance of mandatory transfers of
technology in exchange for market access, etc.
The FIL also enshrines the principle of national
treatment into law. When coupled with the negative
list system presaged in the 2015 draft of the FIL and
separately implemented in 2017, this sets out a system
of pre-establishment national treatment, which means
that unless specifically restricted on the negative list,
all other sectors are open to foreign investment
subject only to record filing requirements. This also
conforms to international practice in bilateral
investment treaties.
USHERING IN A NEW ERA FOR FOREIGN
INVESTMENT IN CHINA
All of these trade and investment negotiation points in
the FIL (and many others which are beyond the scope
of this article) are of significant importance, but these
have not been the primary focus of lawyers engaged
in foreign direct investment (FDI) work in China.
The key provisions of the FIL for this group
comprised only a few brief lines at the end of the
32 www.inhousecommunity.com
already very brief FIL. Specifically:
• The EJV Law, the CJV Law and the WFOE Law
(collectively, the Three FIE Laws) are to be
repealed at the end of this year.
• Once the FIL takes effect on January 1, 2020, all
new FIEs will be subject to the provisions of the
Company Law going forward.
• More significantly, the FIL also provides that by the
end of 2024 all 500,000-plus existing FIEs will be
required to restructure to conform to the
requirements of the Company Law.
The FIL thus will usher in a new era for foreign
investment in China, overturning the old legal system
which has governed FDI in China for 40 years. Both the
corporate governance and the corporate
documentation for FIEs will need to change under the
Company Law.
This will be good news in many respects. The
corporate governance provisions under the Company
Law, while not yet fully up to international standards
in all respects, are in general superior to the rules
under the Three FIE Laws.
The Company Law provides that the highest
authority in the company is the shareholders meeting,
while the EJV Law does not provide for a shareholders
meeting and designates the board of directors as the
highest authority in the joint venture company. In the
context of a Sino-foreign joint venture, which typically
has a limited number of investors, this likely will be a
matter of form over substance, and most FIEs (like
most of their domestic non-listed LLC counterparts)
will conduct the business of the shareholders meeting
on paper only without holding an actual meeting.
However, in addition, the Company Law provides
super-majority shareholders with a higher level of
control than permitted under the EJV Law. For
example, certain matters which now require unanimous
board approval under the EJV Law, now will only
require two-thirds majority approval at the
shareholders meeting level. In addition, there are
scores of other changes that will need to ripple through
the various clauses of the joint venture documentation.
This change in governance provisions alone will present
significant challenges to both Chinese and foreign
investors in joint ventures in China.
 A new bed — a shared dream?
By Robert Lewis, docQbot

Under the Company Law, the nature of the
corporate documentation for FIEs will also change
dramatically, more especially for joint ventures. The
joint venture contracts which have been in use since
the opening up of China to foreign investment had
been drafted to reflect the requirements set out in
the EJV Law, many of which reflected government
policies, administrative procedures and market
conditions which no longer apply.
Under the Company Law, domestic LLCs commonly
adopt a simpler set of articles of association (AoA) and
then separately enter into a shareholders’ agreement
(SHA) as appropriate. Sino-foreign joint ventures are
now expected to follow suit and as such will no longer
be required to use the traditional legacy joint venture
contract and will now have greater flexibility to adopt
an SHA or a joint venture agreement (JVA) that is more
consistent with international practice. (See box below.)

Expert commentary on the implications of the FIL

“During the five-year transition period from January 1, 2020, Sino-foreign joint ventures are required to
reform their corporate governance structures” (including decision-making mechanism, voting, quorum,
management nomination and share transfer) in order to comply with the PRC Company Law requirements.
This would likely open the gate for re-negotiation between the joint venture partners and have a major Nanda Lau
impact on the dynamics of their relationship. Joint venture partners should weigh their positions in the
joint venture and get themselves ready for the changing landscape.” Nanda Lau, partner, Herbert Smith
Freehills, Shanghai.

“We expect foreign investors will welcome many of the innovations of the FIL, including establishment of
foreign-invested enterprises under the structure and governance provisions of the Company Law instead of
under separate laws, as well as the FIL’s enumeration of certain rights, protections, and access to be
enjoyed by foreign-invested entities, including equal opportunity to participate in the formulation of
standards (Article 15), equal treatment in government procurement for their products which are produced Walker Wallace

within China (Article 16), access according to law to China’s capital markets (Article 17), IP protection
(Article 22), and others. Undoubtedly, there will be great interest among foreign investors in seeing how
such provisions will be given full effect as China continues to work to promote foreign investment and
“create a stable, transparent, and foreseeable investment environment” (Article 3).” Walker Wallace,
managing partner, O’Melveny & Myers, Shanghai

“Sino-foreign joint ventures will become a much more attractive option under the FIL, allowing foreign
investors to tap into the burgeoning Chinese market by partnering with well-established Chinese partners.
Jin Xiong
Thanks to removal of many prior rigid restrictions, foreign investors will be able to use more sophisticated
offshore joint venture terms and techniques which they are familiar (and comfortable) with.” Jin Xiong,
international partner, King & Wood Mallesons, Beijing

“In addition to an improved corporate governance framework under the Company Law, the transition from
the old FDI laws will also do away with the current “thin capital” rules and should also open up
downstream investments by FIEs which have continued to be artificially constrained as a practical matter
under the legacy legal regime. This will allow a significant opportunity for foreign investors to regularise
their capital and corporate structures for their entities in China.” Scott Yu, Scott Yu
partner, Zhong Lun, Beijing

Volume 16 Issue 9, 2019 33

 SPECIAL FEATURE

MAPPING OUT THE ROAD AHEAD
Up to this point, the EJV Law has provided a structure
for Sino-foreign joint venture contracts, and most
joint venture contract forms in China all have derived
from a common original base developed in the earlier
stages of FDI in China, so there has been a common
touchstone for the market. However, the Company
Law imposes much fewer requirements on the form of
an SHA or JVA, and since these foundational
documents will no longer be subject to government
review and approval, the parties will now have a
broad scope to agree both the form and content of
these agreements.
This threatens to create a vacuum in the market,
which could result in the creation of a proliferation of
multiple competing forms, some excellent, some
substandard, and all mutually inconsistent. This in turn
would engender a battle of the forms each time the
parties undertook a new foreign investment project
and — perhaps even more daunting — each time an
existing Sino-foreign joint venture was to convert to
an LLC under the Company Law. This would inevitably
result in an excessive misallocation of time and
money.
As I and some colleagues presented these issues at
a workshop at the Beijing In-House Congress event at
the end of March of this year just after the formal
adoption of the FIL, I suggested that a working group
of senior lawyers from leading domestic and
international law firms, as well as law departments in
major Chinese and international corporations, be
formed to create a new set of FIE templates to reflect
the pending legal changes. I underscored that as part
of any such initiative it would be necessary to discard
certain legacy provisions in old-style joint venture
contracts, import all of the Company Law corporate
governance provisions and incorporate international
best practices so as to take proper advantage of this
unique opportunity to set a new standard template for
common reference and use. This proposal received
enthusiastic support from the attendees.
I approached the In-House Community shortly after
the event to discuss how we might work together on
this proposed template project. The In-House
Community was keen to support this initiative as they
saw that this would make an important contribution to
their members working in corporations with
investment activities in China. (See box below.) We set
an ambitious target to complete the principal drafting
for the set of templates by the end of August 2019, so
that the templates could be finalised for presentation
and discussion at the In-House Congress events in Hong
Kong on (October 3) and in Shanghai on (October 30,
2019).

Empowering in-house counsel through thought leadership

“When Robert Lewis invited the In-House Community to be a part of the Foreign Investment Law Expert
Committee, we immediately agreed as it felt very much a part of our DNA and fitted the platform we
deliver. The mission of the In-House Community is to empower in-house counsel and to strengthen legal
and ethical compliance for the benefit of all. It is a community of practice and what better way to
manifest that than by helping to assemble a group of expert lawyers and business people from diverse
backgrounds and perspectives to create a dynamic thinktank to provide input regarding the drafting of this
new and crucial law that will fundamentally change Chinese-foreign relations positively — and also to
provide the oxygen of discussion through the In-House Congresses in Hong Kong (October 3) and
Shanghai (October 30, 2019).” Patrick Dransfield, co-director,
In-House Community

FORMING THE EXPERT COMMITTEE
Since the objective of the proposed initiative was to
produce an authoritative set of high-quality base
standard templates for the China legal market, it was
critical that we assemble a top-shelf team of legal
experts to form the drafting committee. This could not
be the product of a single lawyer or even a single law
firm — it was imperative that this be a group effort
involving experienced lawyers from multiple law firms
and corporate law departments in order to produce
templates which would set the new standard for the
entire China legal market.
Patrick Dransfield, co-director of the In-House
Community, coordinated the efforts to extend
invitations to a select group of leading lawyers. We
were very pleased with the quick affirmative responses
to the invitations extended and with the final
composition of the Expert Committee. (See box.)

34 www.inhousecommunity.com
 A new bed — a shared dream?
By Robert Lewis, docQbot

Key members of the Expert Committee

CO-SPONSORS
docQbot: Robert Lewis (chief expert), Adam Channer (VP product development),
Sara Yu (VP product development & strategic partnerships),
Zhou Zimin (senior manager product development)
In-House Community: Patrick Dransfield (co-director)

LAW FIRM PARTICIPANTS

Herbert Smith Freehills: Nanda Lau (partner), Angela Zhao (senior associate),
Alizee Zheng (senior associate)
King & Wood Mallesons: Jin Xiong (international partner), Luo Hai (foreign legal consultant)
Latham & Watkins: Frank Sun (partner)
O’Melveny & Myers: Walker Wallace (managing partner, Shanghai office)
Zhong Lun Law Firm: Scott Yu (partner), Scott Guan (partner), Rachel Li (partner),
Aaron Yu (partner)

LAW DEPT PARTICIPANTS

Accenture, Greater China: Andy See (former managing director, Asia Pacific),
Zhiyong Yan (senior counsel, Greater China)
Bayer (China): Max Zhang (head of law corporate), Xi Zhang (head of LPC (VP))
China Resources: Li Ge (deputy group general counsel), Yvonne Yao (senior group legal counsel)
Sinopec Group: Li Chi (legal counsel, contract management division)

All of the core members of the Expert Committee
are highly experienced in both inbound and outbound
investment projects. Collectively, the members of the
group have worked on literally thousands of joint
venture and WFOE projects in China over the last
three decades. Our work also benefited greatly from
the fact that we have had a good balance between
Chinese and foreign lawyers, in-house lawyers and law
firm lawyers.
The in-house members of the working group played
a particularly important role. Li Ge, deputy group
general counsel for China Resources, had the most
unusual backstory in connection with his participation
on the new FIL templates initiative. Not long after the
Expert Committee commenced its work, I was invited
to make a presentation to a group of in-house counsel
from all of the first-tier subsidiaries of China
Resources, and as part of my presentation I mentioned
the work we were doing on this new FIL forms project.
After my presentation Li Ge sought me out to ask how
China Resources could join the Expert Committee,
explaining that since China Resources is headquartered
in Hong Kong, all of its entities in China are WFOEs or
joint ventures. Moreover, he had a personal interest in
this initiative since he had previously worked for the
Ministry of Commerce and had been responsible in the
early days for review and approval of joint venture
contracts, so he was keen to participate in the
development of the new templates for this new era of
FDI in China. Obviously, I was happy to confirm the
participation of China Resources on the spot, and Li
Ge assigned one of his top lieutenants, senior group
Li Ge
legal counsel, Yvonne Yao, to join him on the Expert
Committee. They jointly made very valuable
comments on how to address issues involving SOEs in
the templates.
Andy See, managing director of the Accenture Asia
Pacific law department, learned of the work of the
Expert Committee when he attended a presentation I
made at another In-House Community event in
Shenzhen. He similarly accepted the invitation to Yvonne Yao
contribute to the initiative without hesitation. (See
box below.) Andy and his colleagues not only invested
substantial time to contributing to the new FIL
templates, but Andy also took a keen interest in the
broader docQbot ecosystem into which the new
templates would be integrated. (Andy left Accenture
at the end of August 2019, but because the core work
of the Expert Committee had concluded by that point,
Andy is still listed above in his former capacity at
Accenture, where he was during the applicable periods
of time.)

Volume 16 Issue 9, 2019 35

 SPECIAL FEATURE

Going back in time

“For me, participating on this new FIL templates project was like going back in time to when I was at
Clifford Chance in Hong Kong doing a lot of FDI work in the mid 90’s. At that time, we actually used the
Shareholders Agreement template from Clifford Chance’s London office to convert it into a Sino-Foreign
Andy See Equity Joint Venture Contract based on the law at the time as well as the very short template from the
then Ministry of Foreign Trade and Economic Cooperation. I am confident that the work of the Expert
Committee will spearhead the standardisation of the JVA template and Articles of Association so that all
the players (whether foreign investors, local Chinese JV partners, international law firms or local Chinese
law firms) will have access to international quality templates that are FIL-compliant, that set out the
rights and obligations of the JV parties clearly, comprehensive and fairly. This will drive up the quality
whilst driving down the costs and time for all. “ Andy See, former managing director, Accenture Asia
Pacific Geography Compliance, Operations,
Regulatory & Ethics

Li Chi

We also asked the in-house counsel members of
the committee for their views on the value proposition
of this new FIL templates initiative, as this would help
inform the focus and direction of the work of the
Expert Committee. Li Chi, legal counsel in the
contract management division of the law department
of Sinopec Group, commented that having access to
new bilingual joint venture templates that conform to
Max Zhang
the Company Law while also incorporating
international best practices will be extremely valuable
in connection with new Sino-foreign joint ventures as
well as with conversion of existing joint ventures. He
expressed the hope that these templates would
achieve a high level of acceptance in the market in
order to reduce time and costs.
Similarly, Max Zhang, head of law corporate of
Bayer China, emphasised how critical it will be to
have all of the Company Law corporate governance
provisions already integrated into the base bilingual
templates as that would then provide a roadmap for
amendment of joint venture contracts and articles of
association for existing FIEs.

Perspectives of the law firm participants

The law firm participants similarly found great value in participating in this initiative.

Angela Zhao
Angela Zhao, senior associate with Herbert Smith Freehills in Shanghai, noted: “The FIL will have a
profound impact on foreign investors in China. Many of our clients are already preparing for this change.
We believe that what the Expert Committee has been able to produce will prove to be extremely useful
for the entire legal community in China. It is a great honour and privilege to be part of this important
initiative.”

Scott Guan, a partner in the Shanghai office of Zhong Lun, similarly commented: “We have had an
unprecedented number of responses from clients to our updates on the new FIL, and many have already
instructed us to help guide them through the practical implications. We anticipate that once the FIL
implementation regulations are issued, there will be another significant uptick in requests from our clients
Scott Guan for FIL-related guidance. This is a major reason that we were so keen to join this initiative. We wanted to
be on the cutting edge of all the practical aspects of this new change in law.”

All of the participants also saw the value proposition this initiative in broader market terms. Walker
Wallace, managing partner of the Shanghai office of O’Melveny & Myers, expressed similar sentiments as
follows: “This has been a very worthwhile project. I think that the work of the Expert Committee will
result in a product that is truly valuable to the Chinese legal community on many different levels.
We were pleased to be invited and happy to make a
contribution.”
Walker Wallace

36 www.inhousecommunity.com

THE WORK PROCESS AND THE WORK PRODUCT
This FIL templates project was ambitious in its scope
and as such demanded a substantial investment of
time over a period of three months. In all, more than
1,000 hours of professional time have been invested by
the members of the Expert Committee, principally by
the docQbot team, which took the labouring oar.
This was a multi-stage process. The initial joint
venture template drafts were developed on an
international base incorporating best practices drawn
from more than a dozen publicly available templates
from multiple jurisdictions around the world.
We then identified various legacy provisions which
were required under the EJV Law but which were no
longer required under the Company Law, were not
consistent with international best practices and, in the
opinion of the Expert Committee, no longer served a
legitimate purpose. These were intentionally omitted.
We then layered in the corporate governance
provisions required under the Company Law. This was
a pains-taking exercise as scores of related changes
had to be made throughout the base template. This
exercise was central to the overall initiative and is
hoped will prove to be a valuable guide for FDI
practitioners and investors inside and outside China.
Members of the Expert Committee then compared
these international templates against best practices in
connection with both legacy Sino-foreign joint venture
contracts as well as representative shareholder
agreement templates for domestic Chinese companies
in order to ensure that these new JV templates are
consistent with local market expectations as well.
Accordingly, the sample templates are intended to
reflect the best of both international and domestic
best practices.
The group determined that it would not be
feasible to create a set of base templates that would
be suitable for use in connection with the full range of
common FDI transactions. Accordingly, the decision
was taken to prepare sample templates to reflect the
terms of representative hypothetical base case
scenarios.
The templates then passed through multiple
rounds of drafts and comments in order to achieve,
where possible, a consensus view of the Expert
Committee members. In the early rounds it became
apparent that there were divergent views on various
key topics. To be able to reflect the range of views of
the members of the Expert Committee, it was decided
that we also produce annotations to the sample
templates.
This added a significant amount of work to what
was already a major undertaking. However, this also
provided a very valuable and unique platform on
Volume 16 Issue 9, 2019
A new bed — a shared dream?
By Robert Lewis, docQbot
which we could present different views of the group
as well as alternative approaches that ultimately were
not incorporated into the sample templates.
Moreover, for the corporate governance provisions
required under the Company Law, we have provided
references in the annotations to the specific articles
of the Company Law for ease of reference. However,
the annotations cover not only points of law but also
related practical considerations to be taken into
account as the templates are used. We are of the view
that these annotations, and particularly those which
set out the divergent views of the group, form another
key part of the overall value proposition of this
initiative. (See box below.)
The value proposition of
the annotations
Zhiyong Yan, senior counsel for Accenture Greater
China, who was particularly active in reviewing
and commenting on the draft templates, had a Zhiyong Yan
very expansive view of the value proposition of
this template project generally and the
annotations specifically. He noted that “The
detailed annotations to the templates can be used
as a valuable reference guide to the applicable
provisions of the Company Law, while at the same
time also provide practical guidance on alternative
clauses. We will be able to use these annotations
as a guide for possible alternative positions we can
take in negotiations.”
The initial intention was to produce only English
versions of the templates since the primary
membership of the In-House Community are in-house
counsel in foreign multinational companies. The base
drafts were created from international precedents,
which were in English, the initial drafts were prepared
in English and the working language for the group was
also English. This also reflects the typical practice for
parties to a Sino-foreign joint venture to negotiate
first off of the English drafts and then to prepare
Chinese versions only once the English version is
settled so as to reduce related transaction costs.
However, early on this this process, Xi Zhang, VP
and head of LPC for Bayer China, expressed the hope
that these templates could be presented to various
Xi Zhang
government departments and lawyers associations for
consideration as a semi-official or at least
recommended set of templates. Once she help set our
sights on this more lofty objective, it became clear
that we would also need to produce Chinese versions.
37
 SPECIAL FEATURE
Preparation of high-standard Chinese versions thus
became another key objective of the group. Our
objective was to ensure that the Chinese version read
as though it was drafted originally in Chinese as the
base draft and not simply as a translation from the
English base. In order to achieve this high standard,
we started with a “plain English” drafting style for the
base, which in structure and presentation would lend
itself more easily to producing a Chinese version which
would read more naturally,
Consequently, the final set of deliverables
produced by the Expert Committee are now to consist
of the following:
Sample Joint Venture Agreement (JVA) (EN & CH)
Sample Articles of Association for Sino-foreign Joint
Venture (JV AoA) (EN & CH)
Annotations to JVA and JV AoA (EN & CH)
Sample WFOE Articles of Association (WFOE AoA)
(EN & CH)
Annotation to WFOE AoA (EN & CH)
In all, the Expert Committee will produce a total
of approximately 250 pages of templates and
annotations in English and Chinese.
THE WAY FORWARD
In order to facilitate broader circulation of the new
FIL sample templates and annotations, we are working
with Law Press China to publish these materials and
other related content in book form prior to year end.
This will be published in English and Chinese so will be
a useful reference for both Chinese and foreign legal
professionals and investors.
However, we recognise that while producing static
templates on a printed page has significant reference
value, it has limited practical value. Consequently,
38 www.inhousecommunity.com
electronic copies of the sample templates in English
and Chinese will be made available on the In-House
Community and docQbot websites in the coming
weeks. Access to and use of these sample templates
will be subject to standard conditions. Details to
come!
And, of course, as noted above, the sample
templates will be presented and discussed at the
In-House Congress events to be held in Hong Kong on
October 3 and in Shanghai on October 30, 2019.
Separately, fully automated versions of these and
other related FIL-compliant bilingual templates will be
available to subscribers on the docQbot website
starting from early October. These automated
templates will incorporate almost all of the
alternative clauses which are referenced in the
annotations but not included in the sample templates.
These new FIL-compliant templates are the most
complex of any we have produced on the docQbot
platform, and yet a junior lawyer will be able to go
online, answer some basic questions, and in 15
minutes or less produce a highly customised bilingual
draft JVA and AoA. One base template will be able to
produce trillions of unique iterations just based on the
user’s online responses. And all of these FIL-compliant
templates will be fully integrated with the existing
docQbot ecosystem of fully automated bilingual FDI
templates. This is where legal-tech meets the new
legal regime in China!
The implementation regulations for the new FIL
are expected to be issued prior to the end of the year,
ahead of the FIL taking effect. The Expert Committee
will update the materials to reflect the new guidance
to be included in the implementation regulations.
We wish to thank the In-House Community for
their leadership on this new FIL sample templates
initiative, and we welcome the input from all the
members on the platform. Working together we can
create a valuable shared foundation to move forward
in this new era of FDI in China.
For more information please contact:
Joanna Zhang
Director of Marketing
docQbot
zhangying@docqbot.com
www.docqbot.com/en
YES, I would like to receive a hard copy of every issue of Asian-mena Counsel
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 ASIAN-MENA COUNSEL Q&A

The thing about …

Stephen
Denyer
40 www.inhousecommunity.com
 The Thing About … Stephen Denyer

The director of strategic

relationships for the Law
Society of England and Wales
met with Patrick Dransfield
at the society’s London
headquarters.

Volume 16 Issue 9, 2019 41

 ASIAN-MENA COUNSEL Q&A
Your private practice career — from trainee
solicitor at Allen & Overy in 1978 to global
markets partner in 2014 — parallels the expansion
of international legal services and the growth of
English Law and UK-based law firms. What are
your observations about that period?
Globalisation of the market for legal services and
the global expansion of major business law firms
occurred during my career at Allen & Overy and I
was fortunate enough to be able to participate very
42 www.inhousecommunity.com
actively in that process. For me, two major events
occurred in close proximity — one being the creation
of a single legal services market in the EU and the
other being the collapse of communism in Central
and Eastern Europe. Those two events presented an
opportunity for my firm to expand rapidly across the
whole of Europe and diversify from being a firm
which only practised English law to one which
offered a substantial range of capabilities in many
major systems of law. That development of a strong

pan-European practice, combined with A&O’s
traditional strengths in banking and capital markets,
provided the engine which drove A&O’s wider
development and expansion in Asia, North America
and beyond.
A&O’s international growth during my time with
the firm was largely organic, requiring a painstaking
process of office opening and lateral hiring. This
presented many challenges, but also gave us an
opportunity to create a very solid foundation for the
continuing success of the firm. In my experience,
the key element was always achieving the best
cultural fit and ensuring that the people that came
on board shared fundamental values and
perspectives.
Contrary to popular belief, a firm like A&O is not
constantly seeking opportunities to open new offices
and expand geographically. There are many costs
and potential risks associated with each market
entry, whether that involves the establishment of a
new office in a new jurisdiction or a merger with a
firm based in another jurisdiction. For this reason, I
am just as proud of the work I undertook for A&O in
developing its network of relationship law firms
around the world as with our achievements in
adding additional jurisdictional capabilities of our
own.
Tim Harford, the Undercover Economist, warns us
not to project future growth on present and past
performance. Do you think this applies to
partnership law firms?
The traditional “one global firm” lockstep
partnership model much favoured by London’s magic
circle has many strengths, creating shared common
interests amongst the partners and encouraging
everyone to work together as a team for the
collective benefit of the organisation. However,
these firms have generally been pyramid structures
dependent on steady growth at the bottom through
the hiring of large numbers of able and enthusiastic
young lawyers who can come up through the ranks
to become the partners of tomorrow. In mature
markets, it is becoming increasingly challenging to
maintain that model whilst at the same time
maintaining and increasing profitability. This is not
only encouraging firms to evolve their structure and
strategic priorities, but also encouraging younger
lawyers to consider their career in different phases,
often involving moving from one employer to
another in a strategically planned way. That
presents some challenges, but also offers many
opportunities for more varied, tailor-made careers.
In my opinion in-house careers are becoming
Volume 16 Issue 9, 2019
The Thing About … Stephen Denyer
increasingly attractive for the brightest and the
best. I am sure that a growing proportion of the
leading lawyers of tomorrow will have spent part, or
even the whole, of their career in-house. Law firms
will need to fundamentally rethink how they manage
and develop key client relationships if they are to
maintain their success and in this context the ability
to adopt a collaborative approach to law tech and
innovation will be key. The development of the CLO
[chief legal officer] role as a key component of
many in-house functions is giving a welcome boost
to this evolution.
“I am sure that a growing proportion of
the leading lawyers of tomorrow will
have spent part, or even the whole, of
their career in-house”
The late, great management guru Peter Drucker
once said that “culture will have strategy for
breakfast”. Do you agree? What has been the best
— and the worst — cultural aspects relating to the
practice of law that you have seen?
There are many great lawyers and great law firms in
this world. The difference between individual and
collective success and failure lies in the ability (or
otherwise) of law firm leaders to match the culture
and values of each individual lawyer to that of the
firm. In my career I have experienced a number of
cases where brilliant, hard-working and high billing
partners were behaving in a way which
demonstrated values and culture that were radically
different from those espoused by the firm as a
whole. In every case when we gripped the problem
and moved the lawyer who was out of tune with the
organisation out of the firm, the long term benefits
in terms of improved performance by the wider
team massively exceeded the short term challenges
connected with the departure of a ‘big hitter’. We
normally ended up asking ourselves why we hadn’t
done it sooner, or better still not hired our former
colleague in the first place!
I have seen particularly good examples of the
value of a collegiate and supportive culture when I
was responsible for creating new greenfield
operations in emerging markets in Central and
Eastern Europe. In those cases, when we started
frequently there was no local lawyer with the
relevant knowledge and expertise in the local
market to allow us simply to hire lawyers who were
already recognised experts in some of the fields of
43
 ASIAN-MENA COUNSEL Q&A
law that were most important to A&O. As a result
our success depended on the active engagement and
support of leading specialists based in mature A&O
offices who freely gave time to support the transfer
of knowledge to, and practice development in, the
new jurisdictions. I always found those worldwide
team efforts particularly inspiring and energising,
creating the feeling that we really had a special
culture and values.
“International competition in the market
for legal services does not damage the
domestic profession, on the contrary it
greatly encourages and supports its
development and success”
It has been more than a decade since the Legal
Services Act introduced the alternative business
structure for legal services and carved out the
regulation and disciplinary actions of legal
providers to the Consumer Panel and the
Solicitors’ Regulation Authority. How has the Law
Society evolved post-2007 and what is its present
and future mission?
The Law Society today is a professional body that is
wholly focused on representing, promoting and
supporting the solicitors’ profession not only in
England and Wales, but also internationally. Much of
the work we do is particularly relevant for large law
firms operating on a multi-jurisdictional basis and
large in-house legal departments and we regard
those two constituencies as of vital importance to
us. England and Wales has the largest legal services
market in Europe, second only to the US globally.
Home to more than 200 foreign law firms from
around 40 jurisdictions, employing over 10,000
people, it is the preeminent global legal centre.
London has firmly established its position as a
world-leading legal and financial centre. The
co-location and clustering of banking, insurance,
fund management and other financial services
underpins the capital’s position as a major centre
for international legal services and the natural
destination to conduct international business. As
business becomes increasingly global, companies
have a wide choice of laws, procedures and legal
systems. The Law Society plays a wider role in
highlighting the many benefits of choosing England
and Wales as a jurisdiction, from English law and our
court system, to our world-leading profession and
arbitration system. We seek to ensure that all
44 www.inhousecommunity.com
relevant stakeholders realise that the legal sector of
England and Wales is one of the UK’s greatest
exports and our jurisdiction is home to some of the
best law firms in the world, globally renowned
courts and a wealth of legal talent.
Our work in influencing the development of law
and the approach of governments and regulators
around the world is recognised internationally and
domestically as of vital importance and we are very
proud of it. However, we also have much to do at
home, representing, promoting and supporting a
solicitors’ profession which comprises a large and
diverse range of lawyers. There are many things
that all solicitors have in common relating to areas
such as the rule of law and access to justice. The
modern Law Society is of course rightly proud of its
achievements in those areas too.
I think we can all agree that, with reference to
the most prominent but not the only examples of
Brexit and the deteriorating US-China relationship,
it does appear that the international zeitgeist has
changed from open trade to protectionism. Are
their circumstances where a country’s legal
industry requires protection, in your view? What
is the role of the Law Society in this context?
My jurisdiction is the most open in the world and in
my opinion has benefited massively from that.
International competition in the market for legal
services does not damage the domestic profession,
on the contrary it greatly encourages and supports
its development and success. You only have to look
at the growth and success of the legal services
sector in those markets that have liberalised and
opened in the last 30 years to see how those long-
term benefits play out. Of course, the opening of
legal markets that have previously been closed is
best undertaken in a structured and controlled way,
often involving a number of phases. The Law Society
has unparalleled knowledge and expertise in these
areas. We spend a lot of time and effort explaining
how this is best handled for the benefit of all and
are actively involved in discussions with relevant
bodies around the world to support the opening of
markets that are currently closed and to encourage
and ensure the continuing openness of markets that
are in danger of closing
The growth of technology can be seen as a hell or
a heaven. What do you consider to be the role of
the Law Society in preparing the profession, and
society at large, for the challenges presented by,
among other things, cryptocurrencies,
cybercrimes and money laundering?

The Law Society has been at the forefront of the
development of legal tech in the UK and has led
discussions in this area involving a wide range of
stakeholders, including the British government. We
have thought long and hard about how legal tech
can best be supported and developed and have
made concrete recommendations in that regard. We
have used our convening power to bring together
many experts and prominent stakeholders to help
with these efforts. However, this is not just about
business success, we have also done important work
relating to the impact of artificial intelligence and
the use of algorithms on the justice system. We are
uniquely well placed to be a leading voice in these
important areas.
As regards the more challenging aspects of cross-
border regulation in areas such as cybercrime,
corruption and money laundering, we seek to balance
our engagement domestically in the UK with relevant
government and other agencies with our wider
involvement with relevant bodies around the world.
As in so many other areas, in a digital world things
don’t stop at national borders so the international
perspective and influence of the Law Society is vital.
“Those trained only to re-heat pre-cooked
hamburgers are unlikely to become master-
chefs,” according to Andreas Schleider, the
OECD’s director of education. What pressures do
you see on the next generation of lawyers and
how do you think the profession as a whole, and
the law schools in particular, can better equip the
next generation of legal professionals?
It is obvious that lawyers of the future require really
strong tech skills and that both the profession and
law schools play an important part in ensuring that
those are developed in a collaborative fashion,
breaking down traditional barriers between those
sectors. Business skills are also important and it is
good to see the growth in collaboration between law
schools and business schools in an academic setting.
More generally, it will be extremely important
that our profession becomes ever more diverse and
inclusive. There is overwhelming evidence that
diversity supports better decision making and that
inclusiveness encourages greater productivity so
these are not just ‘soft’ areas, but are also business
critical.
Lawyers today are under unparalleled and
relentless pressure from many different directions.
Mental health and wellbeing has to be a top priority
for the profession and part of our continuing efforts
around training and development have to be focused
on that necessity.
Volume 16 Issue 9, 2019
The Thing About … Stephen Denyer
Overall, I am very optimistic about the
profession and the future of young lawyers entering
it, but current leaders in the legal sector have a
heavy responsibility to create an environment in
which the brightest and best young people are not
only attracted to the sector, but also thrive in it and
make a contribution.
What is your hinterland?
I am from the first generation of my family to study
at university and am a product of the state
education system in the UK. As a dyslexic, I found
the study and practice of the law challenging, but
very rewarding. Having continued to battle with
dyslexia throughout my life I feel that dealing with
this challenge has greatly added to my resilience,
stamina and long-term success.
I am very much an internationalist and a strong
believer in cultural diversity and inclusiveness.
Married to a German wife, I have four bilingual
children all of whom have studied and worked in
various locations around the world. Twelve years
living and working in Germany, while at A&O, has
been an important and indeed defining part of my
life.
Today, Stephen Denyer has a wide-ranging
role with the Law Society of England and
Wales focused particularly on the
engagement of the Law Society with large
law firms, large in-house legal departments
and key international stakeholders. In
addition to his Law Society position he is also
a member of the Management Board of the
International Bar Association and is on the
Council of the American Bar Association
Section of International Law. Stephen has had
a lifelong interest in many aspects of learning
and development and now sits on the
advisory board of two law schools, both with
very international reach and perspectives.
Prior to joining the Law Society Stephen
spent 36 years at Allen & Overy and, as a
partner, made a significant personal
contribution to the international expansion
of that firm, by overseeing both the opening
of 11 new offices of that firm and also the
development of its relationships with law
firms in jurisdictions where it did not have a
physical presence.
45
ASIAN-MENA COUNSEL DIRECT
Your ‘at a glance’ guide to some of the region’s top service providers.
Indicates an Asian-mena Counsel Firm of the Year. 2016 2017 2018 One of this firm’s five largest practice areas in this jurisdiction.
MR
An Asian-mena Counsel Most Responsive Firm of the Year. Indicates a full service firm in this jurisdiction.
MR An Asian-mena Counsel Honourable Mention Most Responsive Firm of the Year.

Practice Area key:

INV Alt’ Investment Funds (inc. PE) CMA Corporate & M&A IP Intellectual Property PF Projects & Project Finance
COM Antitrust / Competition E Employment IA International Arbitration (inc. Infrastructure)
AV Aviation ENR Energy & Natural Resources IF Islamic Finance RE Real Estate / Construction
BF Banking & Finance ENV Environment LS Life Sciences / Healthcare RES Restructuring & Insolvency
CM Capital Markets FT FinTech LDR Litigation & Dispute Resolution TX Taxation
REG Compliance / Regulatory INS Insurance MS Maritime & Shipping TMT
Telecoms, Media & Technology

— Law Firms — CHINA Ella Cheong & Alan Chiu, Solicitors & Notaries
Tel: (852) 3752 3852
ASIA AWA IP (Beijing) Co., Ltd. Email: ella.cheong@ellalan.com
Tel: (86) 10 8573 1125 Contact: Ella Cheong
CAMBODIA/LAOS/MYANMAR Email: ai-leen.lim@awa.com Website: www.ellalan.com
Contact: Ai-Leen Lim CMA IP LDR REG TMT
CAMBODIA: Website: www.awa.com Elvinger Hoss Prussen
IP TMT
Bun & Associates Tel: (852) 2287 1900
Tel: (855) 23 999 567 Email: xavierlesourne_hk@elvingerhoss.lu
Broad & Bright Contacts: Mr Xavier Le Sourne, Partner,
Email: info@bun-associates.com Tel: (86) 10 8513 1818
Contact: Bun Youdy Ms Charlotte Chen, Counsel
Email: broadbright@broadbright.com
Website: www.bun-associates.com Website: www.elvingerhoss.lu
Contact: Mr Jun Ji (Jun_ji@broadbright.com) * Elvinger Hoss Prussen’s Hong Kong office provides inbound and
BF CMA INS RE TX Website: www.broadbright.com outbound legal services only under Luxembourg law
COM CMA ENR LDR TMT BF CM CMA INV TX
MAR & Associates
Tel: (855) 23 964 876, (855) 23 987 876 East & Concord Partners Vivien Teu & Co LLP
Email: borana@mar-associates.com Tel: (86) 10 6590 6639 (in Association with Llinks Law Offices)
Contact: MAR Samborana (Mr.) Email: Beijing@east-concord.com Tel: (852) 2969 5300
Website: www.mar-associates.com Contact: Mr. Dajin Li Email: Vivien.teu@vteu.co
CMA E IP RE REG Website: www.east-concord.com Contact: Vivien Teu, Managing Partner
BF CM CMA IP LDR Website: www.vteu.co
SCL SP&P Company Limited (Cambodia) BF CM CMA INV REG
(SCL Law Group) Ella Cheong & Alan Chiu, Solicitors & Notaries
Tel: (856) 21 222 732-3 Tel: (852) 3752 3852
Walkers
Email: varavudh@la.scl-law.com Tel: (852) 2284 4566
Email: alan.c Re: Quantity of the AC hiu@ellalan.com
Contact: Varavudh Meesaiyati Contact: Andy Randall (Managing Partner)
Contact: Alan Chiu
Website: www.siamcitylaw.com Website: www.walkersglobal.com
Website: www.ellalan.com
BF CM CMA INV RES
BF CMA E IP TX CMA IP LDR RES REG

HHP Attorneys-At-Law W. K. To & Co. 2018

LAOS: Tel: (852) 3628 0000
Tel: (86) 21 5047 3330
Email: Yao.Rao@hhp.com.cn Email: mail@wktoco.com
SCL Law Offices Limited (Lao PDR) Contact: Vincent To
(SCL Law Group) Contact: Mr. Yao Rao
Website: www.hhp.com.cn Website: www.wktoco.com
Tel: (856) 21 222 732-3 MR CMA E LDR RE REG
Email: info@la.scl-law.com BF CMA E LDR RE
Contact: Nilobon Tangprasit
Website: www.siamcitylaw.com Llinks Law Offices INDIA
BF CMA E PF RES
Tel: (86) 21 31358666
Email: master@llinkslaw.com Anand and Anand 2016 2017 2018
Website: www.llinkslaw.com Tel: (91) 120 4059300
MYANMAR: BF CM CMA INV LDR Email: pravin@anandandanand.com
Contact: Pravin Anand - Managing Partner
Myanmar Legal Services Limited 2018 W. K. To & Co. Website: www.anandandanand.com
Tel: (951) 657792, (951) 650740 Tel: (86) 10 8587 5076 IP LDR
Email: info@mlslyangon.com Email: wktoco@wktoco.com
Contacts: Daw Khin Cho Kyi (kckyi@mlslyangon.com) Contact: Cindy Chen
Clasis Law
Guillaume E. Stafford (gui@mlslyangon.com) Tel: (91) 11 4213 0000, (91) 22 4910 0000
Website: www.wktoco.com
Website: www.myanmarlegalservices.com Email: info@clasislaw.com
CMA E LDR RE REG
MR CMA E RE
Contacts: Vineet Aneja, Mustafa Motiwala
ENR PF
Website: www.clasislaw.com
HONG KONG CMA E IP LDR REG
Siam City Law (Myanmar)
Company Limited (SCL Law Group) AWA Asia Limited HSA Advocates
Tel: (951) 653348-49 Tel: (852) 3959 8880 Tel: (91) 11 6638 7000
Email: siamcitylaw@siamcitylaw.com Email: ai-leen.lim@awa.com Email: mail@hsalegal.com
Contact: Vira Kammee Contact: Ai-Leen Lim Contact: jayamon.vp@hsalegal.com
Website: www.siamcitylaw.com Website: www.awa.com Website: https://hsalegal.com/
CM CMA E IP PF IP TMT CMA ENR INV LDR PF

46 www.inhousecommunity.com
INDONESIA MALAYSIA SyCip Salazar Hernandez & Gatmaitan
2016 2017 2018
ABNR (Ali Budiardjo, Nugroho, Reksodiputro) Adnan Sundra & Low Tel: (632) 9823500, 9823600, 9823700
2014 2015 2018 Tel: (603) 2070 0466 Email: sshg@syciplaw.com
Tel: (62) 21 250 5125/5136 Email: enquiry@adnansundralow.com Contact: Hector M. de Leon, Jr. - Managing Partner
Email: info@abnrlaw.com Contact(s): Deepak Sadasivan, Rodney D’Cruz Website: www.syciplaw.com
infosg@abnrlaw.com Website: www.asl.com.my MR BF CMA E ENR PF
Contacts: Emir Nurmansyah (enurmansyah@abnrlaw.com) BF CM CMA IF PF
Nafis Adwani (nadwani@abnrlaw.com)
Agus Ahadi Deradjat (aderadjat@abnrlaw.com) Villaraza & Angangco 2017 2018
Website: www.abnrlaw.com Azmi & Associates 2017 Tel: (632) 9886088
MR BF CM CMA ENR PF Tel: (603) 2118 5000 Email: fm.acosta@thefirmva.com
Email: general@azmilaw.com Contact: Franchette M. Acosta
Assegaf Hamzah & Partners Contact: Dato’ Azmi Mohd Ali - Senior Partner Website: www.thefirmva.com
2016 2017 2018 Website: www.azmilaw.com CMA IP LDR REG RES
Jakarta Office: BF CM CMA ENR PF
Tel: (62) 21 25557800
Email: info@ahp.co.id
SINGAPORE
Ella Cheong IP Services Sdn. Bhd.
Contacts: Fikri Assegaf (ahmad.assegaf@ahp.co.id)
Tel: (60) 3 2201 1976 Advocatus Law LLP
Bono Adji (bono.adji@ahp.co.id)
Email: mail@ellacheong.asia Tel: (65) 6603 9200
Eri Hertiawan (eri.hertiawan@ahp.co.id)
Contact: Mr. Soh Kar Liang Email: enquiry@advocatus.sg
Eko Basyuni (eko.basyuni@ahp.co.id)
Website: www.ellacheong.asia Contact: Christopher Anand Daniel - Managing Partner
Surabaya Office:
CMA IP LDR REG TMT Email: christopher@advocatus.sg
Tel: (62) 31 5116 4550
Contact: Yogi Marsono (yogi.marsono@ahp.co.id) Website: www.advocatus.sg
Website: www.ahp.co.id CMA E IA LDR RES
MR
Raja, Darryl & Loh 2016 2017 2018
BF CM CMA LDR PF
Tel: (603) 2694 9999
Email: rdl@rdl.com.my Ella Cheong LLC
Emir Pohan & Partners Contact: Dato’ M. Rajasekaran Tel: (65) 6692 5500
Tel: (62) 21 2965 1251 Website: http://www.rajadarrylloh.com Email: mail@ellacheong.asia
Email: emir.pohan@eplaw.id MR CMA IP LDR RE TX Contact: Mr. Soh Kar Liang
Contact: Emir Pohan Website: www.ellacheong.asia
Website: www.eplaw.id CMA IP LDR REG TMT
COM E LDR RES Trowers & Hamlins LLP 2016 2017 2018
Tel: (601) 2615 0186
Email: nwhite@trowers.com Eversheds Harry Elias LLP
Lubis Ganie Surowidjojo 2016 2017 2018
Contact: Nick White - Partner Tel: (65) 6535 0550
Tel: (62) 21 831 5005, 831 5025
Website: www.trowers.com Email: contactus@evershedsharryelias.com
Email: lgs@lgslaw.co.id
MR BF CMA ENR IF PF Contact: Philip Fong - Managing Partner
Contacts: Timbul Thomas Lubis, Dr. M. Idwan (‘Kiki’) Ganie,
Email: philipfong@eversheds-harryelias.com
Arief Tarunakarya Surowidjojo, Abdul Haris M Rum, Harjon
Website: www.eversheds-harryelias.com
Sinaga, Rofik Sungkar, Dini Retnoningsih, Mochamad Fajar PHILIPPINES CMA IA LDR RE RES
Syamsualdi and Ahmad Jamal Assegaf.
Website: http://www.lgslaw.co.id
MR
ACCRALAW (Angara Abello Concepcion
CMA COM INS LDR PF
Regala and Cruz Law Offices) Joyce A. Tan & Partners
2016 2017 2018 Tel: (65) 6333 6383
Makarim & Taira S. 2016 2017 2018 Tel: (632) 830 8000 Email: joyce@joylaw.com
Tel: (62) 21 5080 8300, 252 1272 Email: accra@accralaw.com Contact: Joyce T. Tan - Managing Director
Email: info@makarim.com Contacts: Emerico O. De Guzman, Ana Lourdes Teresa A. Website: www.joylaw.com
Contact: Lia Alizia CMA E IP LDR TMT
Oracion, Neptali B. Salvanera
Website: www.makarim.com Website: www.accralaw.com
BF CMA E LDR PF MR CMA E IP LDR TX
Providence Law Asia LLC 2018
Tel: (65) 6438 1969
Mochtar Karuwin Komar 2016 2017 2018 DivinaLaw Email: abraham@providencelawasia.com
Tel: (62) 21 5711130 Tel: (632) 822-0808 Contact: Abraham Vergis - Managing Director
Email: mail@mkklaw.net, ek@mkklaw.net Email: info@divinalaw.com Website: www.providencelawasia.com/
Contact: Emir Kusumaatmadja Contact: Nilo T. Divina, Managing Partner CMA IA LDR RE RES
Website: www.mkklaw.net Website: www.divinalaw.com
AV CMA ENR LDR PF BF CMA E LDR TMT
SOUTH KOREA
Nasoetion & Atyanto
Tel: (62) 21 5140 0311 Morales & Justiniano
Tel: (632) 834 2551, (632) 832 7198,
Bae, Kim & Lee LLC 2016 2017 2018
Email: atyanto@nacounsels.com Tel: (82 2) 3404 0000
Contact: Genio Atyanto (632) 833 8534
Email: bkl@bkl.co.kr
Website: www.nacounsels.com Email: ramorales@primuslex.com
Contact: Kyong Sun Jung
BF CM CMA FT TMT
Contact: Mr. Rafael Morales - Managing Partner
Website: www.bkl.co.kr
Website: www.primuslex.com
MR BF CMA IA LDR RE
BF CM CMA IP LDR
SSEK Legal Consultants 2016 2017 2018
Tel: (62) 21 521 2038, 2953 2000
Email: ssek@ssek.com Ocampo & Suralvo Law Offices Cho & Partners 2012

Contact: Rusmaini Lenggogeni - Managing Partner Tel: (632) 625 0765 Tel: (82-2) 6207-6800
Website: www.ssek.com Email: info@ocamposuralvo.com Email: ihseo@cholaw.com
Blog: Indonesian Insights (http://blog.ssek.com/) Contact: Jude Ocampo Contacts: Tae-Yeon Cho, Ik Hyun Seo
Twitter: @ssek_lawfirm Website: www.ocamposuralvo.com Website: www.cholaw.com
MR BF CMA ENR MS RE CMA ENR PF TX TMT IP LDR

Volume 16 Issue 9, 2019 47

ASIAN-MENA COUNSEL DIRECT
HMP Law THAILAND Indochine Counsel 2015 2018
Tel: (82-2) 772-2700 Ho Chi Minh Office:
Email: desk@hmplaw.com The Capital Law Office Limited Tel: (84) 28 3823 9640
Contact: Mr Kyun Je Park Tel: (66) 2633 9088 Email: duc.dang@indochinecounsel.com
Website: www.hmplaw.com Email: contactus@thecapitallaw.com Contact: Mr Dang The Duc
CMA FT LS PF REG Contact: Barbara Parr - Business Development Manager Hanoi Office:
(barbara@thecapitallaw.com) Tel: (84) 24 3795 5261
Website: www.thecapitallaw.com Email: hanoi@indochinecounsel.com
Jipyong 2012 2016 2018
Tel: (82-2) 6200 1600 CM CMA INV REG TX Website: www.indochinecounsel.com
CM CMA PF
Email: hglee@jipyong.com
Contact: Haeng-Gyu Lee - Partner
Website: www.jipyong.com Chandler MHM Limited 2016 2017 2018
MR BF COM CMA RE LDR Tel: (66) 2266 6485 Russin & Vecchi 2016 2017 2018
Email: jessada.s@chandlermhm.com Ho Chi Minh Office:
satoshi.kawai@chandlermhm.com Tel: (84) 28 3824-3026
Kim & Chang 2016 2017 2018 Contacts: Jessada Sawatdipong, Satoshi Kawai Email: lawyers@russinvecchi.com.vn
Tel: (82-2) 3703-1114 Website: www.chandlermhm.com Contacts: Sesto E Vecchi - Managing Partner
Email: lawkim@kimchang.com MR BF CMA ENR PF RE Nguyen Huu Minh Nhut - Partner
Website: www.kimchang.com Nguyen Huu Hoai - Partner
MR COM BF CMA IP LDR Hanoi Office:
Kudun and Partners Limited Tel: (84) 24 3825-1700
Tel: (66) 2 838 1750 Email: lawyers@russinvecchi.com.vn
Lee & Ko 2018 Email: info@kap.co.th Contact: Mai Minh Hang - Partner
Tel: (82-2) 772 4000 kudun.s@kap.co.th Website: www.russinvecchi.com.vn
Email: mail@leeko.com chinawat.a@kap.co.th MR CMA E IP INS TMT
Contact: Jae Hoon Kim pariyapol.k@kap.co.th
Website: www.leeko.com Contacts: Kudun Sukhumananda - Capital Markets,
MR CMA BF LDR TX IP Corporate M&A, Banking & Finance VILAF 2017 2018
Chinawat Assavapokee - Tax, Corporate Tel: (84) 28 3827 7300, (84) 24 3934 8530
Restructuring, Insolvency Email: duyen@vilaf.com.vn, tung@vilaf.com.vn,
Lee International IP & Law Group
2014 2015 2017 Pariyapol Kamolsilp - Litigation / Dispute anh@vilaf.com.vn
Resolution Contacts: Vo Ha Duyen, Ngo Thanh tung,
Tel: (82 2) 2262 6000
Website: www.kap.co.th Dang Duong Anh
Email: law@international.com.
CMA CM LDR RES TX Website: www.vilaf.com.vn
Website: www.leeinternational.com
MR BF CMA RE ENR LDR
CMA IA IP LDR RE

Pisut and Partners Co., Ltd.

SEUM Law Tel: (66) 202 66226, 202 66227 — Law Firms —
Tel: (82-2) 562 3115 Email: info@pisutandpartners.com
Contacts: Steve Kim - Partner (steve.kim@seumlaw.com) Contacts: Mr. Pisut Rakwong MIDDLE EAST
Steve Ahn - Partner (steve.ahn@seumlaw.com) Website: www.pisutandpartners.com
Woomi Cha (Woomi.cha@seumlaw.com) CM CMA E LDR RE BAHRAIN
Email: info@seumlaw.com
Website: www.seumlaw.com Trowers & Hamlins
BF CMA INV REG TMT Siam City Law Offices Limited Tel: (973) 1 751 5600
(SCL Law Group) 2016 2017
Email: bahrain@trowers.com
Tel: (66) 2 676 6667-8 Contact: Louise Edwards - Office Manager
Shin & Kim 2016 2017 2018 Email: siamcitylaw@siamcitylaw.com Website: www.trowers.com
Tel: (82 2) 316 4114 Contact: Chavalit Uttasart BF CMA IF LDR RE
Email: shinkim@shinkim.com Website: www.siamcitylaw.com
Contact Sinseob Kang - Managing Partner BF CMA E RE TX
Website: www.shinkim.com OMAN
MR COM BF CMA LDR RE
Weerawong, Chinnavat & Partners Ltd. Trowers & Hamlins
2017 2018 Tel: (968) 2 468 2900
Yoon & Yang LLC 2016 2017 2018
Tel: (66) 2 264 8000 Email: oman@trowers.com
Tel: (82 2) 6003 7000 Email: Veeranuch.t@weerawongcp.com Contact: Louise Edwards - Office Manager
Email: yoonyang@yoonyang.com Contacts: Veeranuch Thammavaranucupt - Senior Partner Website: www.trowers.com
Contacts: Jinsu Jeong, Junsang Lee, Myung Soo Lee Website: www.weerawongcp.com BF CMA LDR PF RE
Website: www.yoonyang.com MR BF CM CMA LDR PF
MR COM E IP LDR TX
UAE
VIETNAM
Yulchon LLC 2016 2017 2018
Tel: (82-2) 528 5200 Afridi & Angell 2016
Email: mail@yulchon.com Bizconsult Law Firm Tel: (971) 4 330 3900
Website: www.yulchon.com Tel: (84) 24 3933 2129 Email: dubai@afridi-angell.com
MR
Email: info-hn@bizconsult.vn Contact: Bashir Ahmed - Managing Partner
COM CMA IP LDR TX
Contact: Mr. Nguyen Anh Tuan - (84) 24 3933 2129 Website: www.afridi-angell.com
Website: www.bizconsult.vn BF CMA LDR RE REG
TAIWAN CM CMA LDR RE RES

Deep & Far Attorneys-at-Law AMERELLER

Tel: (8862) 25856688 Frasers Law Company Tel: (971) 4 432.3671
Email: email@deepnfar.com.tw Tel: (84) 28 3824 2733 Email: gunson@amereller.com
Contact: Mr. C. F. Tsai Email: legalinquiries@frasersvn.com Contact: Christopher Gunson
Website: www.deepnfar.com.tw Website: www.frasersvn.com Website: www.amereller.com
COM CM E IP LDR BF CM CMA PF TMT CMA E IA LDR REG

48 www.inhousecommunity.com
Horizons & Co
Tel: (971) 4 354 4444
Email: info@horizlaw.ae
Contact: Adv. Ali Al Zarooni
Website: www.horizlaw.ae
CMA E LDR PF
Trowers & Hamlins LLP
Dubai office:
Tel: (971) 4 351 9201
Email: dubai@trowers.com
Contact: Jehan Selim - Office Manager
Abu Dhabi office:
Tel: (971) 2 410 7600
Email: abudhabi@trowers.com
Contact: Jehan Selim - Office Manager
Website: www.trowers.com
BF CMA LDR PF
— Law Firms —
NORTH AMERICA
CANADA
Fasken Martineau
Tel: (416) 366-8381
Email: mstinson@fasken.com
Contact: Mark Stinson, Primary Contact
Website: www.fasken.com
BF CMA ENR LDR
Meyer Unkovic Scott
Tel: (412) 456 2833
Email: du@muslaw.com
Contact: Dennis Unkovic
Website: www.muslaw.com
CMA IP IA LDR
— Law Firms —
AFRICA
JOHANNESBURG
Fasken Martineau
Tel: (27) 11 586 6000
Email: johannesburg@fasken.com
Contact: Blaize Vance - Regional Managing Partner
Website: www.fasken.com
CMA E ENR LDR
— Arbitration —
Services
Beijing Arbitration Commission /
Beijing International Arbitration Center
(Concurrently use)
Tel: (86) 10 85659558
Email: xujie@bjac.org.cn
Contact: Mr. Terence Xu（許捷）
Website: www.bjac.org.cn
Hong Kong International Arbitration Centre
Tel: (852) 2525 2381
Email: adr@hkiac.org
Website: www.hkiac.org
Maxwell Chambers Pte Ltd
Tel: (65) 6595 9010
Email: info@maxwell-chambers.com
Website: http://maxwell-chambers.com
Volume 16 Issue 9, 2019
Shenzhen Court of International Arbitra-
tion (Shenzhen Arbitration commission) — Recruitment —
Tel: (86) 755 83501700, (86) 755 25831662
Email: info@scia.com.cn ALS International
Website: www.scia.com.cn Tel: Hong Kong – (852) 2920 9100
RE
Singapore – (65) 6557 4163
2015 2016
Alternative
Beijing – (86) 10 6567 8729
Shanghai – (86) 10 6372 1098
— Legal Service — Email: als@alsrecruit.com
Website: alsrecruit.com
Providers
Hughes-Castell
Eversheds Sutherland Tel: Hong Kong (852) 2520 1168
Tel: (852) 2186 4953 Singapore (65) 6220 2722
Email: mardiwilson@eversheds-sutherland.com Beijing (86) 10 6581 1781
Contact: Mardi Wilson Shanghai (86) 21 2206 1200
Website: www.eversheds-sutherland.com Email: hughes@hughes-castell.com.hk
RES Website: www.hughes-castell.com
LOD - Lawyers On Demand
Tel: (65) 6326 0200
Email: singapore@lodlaw.com
Horizon Recruitment
Contact: Oliver Mould
Tel:
Singapore – (65) 6808 6635
Hong Kong – (852) 3978 1369
Website: lodlaw.com Email: Jessica.deery@horizon-recruit.com
Website: www.horizon-recruit.com
KorumLegal
Email: Titus.Rahiri@korumlegal.com
Contact: Titus Rahiri
Lewis Sanders
Tel: (852) 2537 7410
Website: www.korumlegal.com
Email: recruit@lewissanders.com
Website: www.lewissanders.com
TMT Risk, Investigation
— and Legal — Pure
Tel: Hong Kong (852) 2499 1611
Support Services Email: Hong Kong infohk@puresearch.com
Tel: Singapore (65) 6956 6580
Email: Singapore infosg@puresearch.com
IMF Bentham
Website: www.puresearch.com
Tel: (65) 6622 5397, (65) 6622 5396
RE Contact: Tom Glasgow - Investment Manager (Asia)
Email: tglasgow@imf.sg
Website: www.imf.sg — Other Services —
Law In Order MEDITATION
Singapore Office:
Tel: (65) 6714 6655 Kadampa Meditation Centre Hong Kong
Email: singapore@lawinorder.com KMC HK is a registered non-profit organisation. We offer
Contacts: Philip Simmonds, Regional Sales Manager (Asia) systematic meditation and study programmes through
Website: www.lawinorder.com.sg drop-in classes, day courses, lunchtime meditations,
Hong Kong Office: weekend retreats and other classes.
Tel: (852) 5803 0000 Tel: (852) 2507 2237
Email: hongkong@lawinorder.com Email: info@meditation.hk
Contacts: Philip Simmonds, Regional Sales Manager (Asia) Website: www.meditation.hk
PF
Website: www.lawinorder.com.hk
SPORT & LEISURE
LegalComet Pte Ltd (LEGALCOMET)
Tel: (65) 8118 1175
Contact: Michael Lew, Founder & CEO
Splash Diving (HK) Limited
Learn to Dive and Fun Dive with the Winner of the PADI
Email: michael@legalcomet.com Outstanding Dive Centre/Resort Business Award!
Website: www.legalcomet.com
Tel: (852) 9047 9603, (852) 2792 4495
Email: info@splashhk.com
Mintz Group Website: www.splashhk.com
Tel: (852) 3427 3717
Contacts: Jingyi Li Blank
Email: jblank@mintzgroup.com — Charitable —
Website: www.mintzgroup.com
Organisations
— Translation — Impact India Foundation
An international initiative against avoidable disablement.
Pacific Legal Translations Limited Promoted by the UNDP, UNICEF and the World Health
Specialist translators serving the legal community. Organization in association with the Government of India.
Tel: (852) 2705 9456 Tel: (91) 22 6633 9605-7
Email: translations@paclegal.com Email: nkshirsagar@impactindia.org
Website: www.paclegal.com Website: www.impactindia.org
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